Zombie Swarm
by Minty Chinchilla
Summary: After stopping the Highbreed invasion, our intrepid heroes come across a different threat. An undead threat.
1. Chapter 1: Enter the Matrix

I really wanted to know what happens after the "War of the Worlds" finale, so I wrote out my own version of post-epic battle events, while completely ignoring season three. I'm trying to make use of the movie sneak peek and pictures and rumors, too. As in, Kevin's car, Ben's motorcycle, that warehouse, the zombies, and the leather. Elena is getting chopped though. I'm still pissed it wasn't Albedo.

**Disclaimer: **Ben 10: Alien Force and Alien Swarm © Cartoon Network and created by Man of Action. I'm just stealing the characters temporarily and sticking them in the midst of a zombie uprising.

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**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 1: Enter the Matrix

Max Tennyson was working on his new RV, adding secret compartments to the interior to hold the extra Plumbers' tech he couldn't fit into the exterior. Attempting to weld a good-sized missile launcher on the roof was 16-year-old Kevin Levin. Max was having Kevin install the larger weaponry to make up for the incident a few months previous when Kevin had stolen the Rustbucket II. Luckily for Max, Kevin specialized in intergalactic (and more often than not illegal) weapons for years and had experience installing tech into normal vehicles. It was a pity that the '76 Camaro did not survive the last battle at Los Soledad. Its successor, an '08 Challenger with the same green-and-black paint job, was parked in the warehouse where the two were working on the Rustbucket III.

Sorting out additional tech on the other side of the warehouse was an odd group of kids and teenagers. Cooper was taking apart and rebuilding pieces. A trio of mutants wearing green vests was testing out some of the more innocuous objects. Pierce was currently tangled up in a net Helen had shot at him while Manny was laughing. Alan was trying to avoid getting shot by another net, only managing to trip over a large box on the floor.

The door to the warehouse opened up, letting in sunlight and two people: a tall redhead and her shorter, smoothie-slurping cousin. Cooper lost control of the tech he was deconstructing, and a small explosion accompanied his happy "Gwen!" Gwen shook her head with a small smile and walked over to help put the fire out. Her cousin headed for the RV where his grandfather and best friend were working.

"Hey Grandpa, you need any help?"

"Sure, Ben. Could you grab my wrench? It's over on that crate." Max pointed at a toolbox with his free arm, the other occupied by a large hammer. Ben put his smoothie down next to the toolbox and grabbed the wrench. Max flipped the wrench's head off and shot a laser at the wall partition he was working on. "Thanks. I can handle the rest myself. Kevin might need help on the roof though. I can hear him thumping around up there."

Ben went around the back of the RV and climbed up the ladder to the roof, peeking over the edge as his head drew level with the top of the ladder. He almost fell off the ladder when he found himself eye-to-eye with a _very_ angry-looking Kevin.

"This fucking launcher won't stay in one spot," Kevin growled. "You hold it up while I weld it in."

"Sure, Kevin. All you had to do was ask." Ben rolled his eyes at Kevin's grumping.

The hours passed as the motley crew of aliens and humans continued to work on the tech and RV. When night had fallen outside the warehouse, almost everyone had left to go home or to the newly finished Rustbucket III. Kevin and Ben were the only ones left, continuing to work on sorting out the remaining few pieces of alien tech. Kevin wanted to add some to his new car, much like he had to his old one.

"What's this thing?" Ben held up a small cube of metal with unfamiliar markings covering all but one face. Kevin took it from the 15-year-old superhero and flipped it around a few times, trying to make sense of the markings.

"Huh, I dunno. It looks like it's some kind of writing though. Nothing I've seen before." Kevin gave the cube back to Ben, letting him get a better look at the rounded, loopy symbols. Ben couldn't make sense of them either.

"Maybe Gwen or Grandpa Max will know what it is. I'll ask them later." Ben put the cube in his pocket and returned to the pile of more formidable tech.

"Ohhh, stoked!" Kevin help up a bluish-silver pouch, about the size of his head. He pulled the pouch open, and the opening swirled with a dark blue light. He put his hand in, then his arm, then his shoulder. Ben's eyes widened in panic at the sight.

"Where'd your arm go!?"

"It's a portable pocket dimension generator!" Kevin pulled his hand back out, and jumped up from the floor to go to his car. He opened up the trunk and began rummaging around inside. "It creates an infinite pocket dimension that can go anywhere, can't be seen, and can hold almost _anything_. This is fucking _gold!_"

Ben followed Kevin to the car and looked inside the trunk. Kevin was taking the various weapons and tech he had salvaged from his old car and putting them inside the pouch. His grin was maniacal as he shoved a huge scrap from his old car's bumper inside.

"We could fit the whole car in here! Even the Rustbucket!" Kevin zipped the pouch back up and put it in the trunk. Ben was still astounded he had managed to empty out the entire thing, while still keeping all of the stuff in the trunk.

Kevin locked the trunk up, then hit the button to open the garage door. As he climbed into the driver's seat, he asked if Ben wanted a ride home. Ben sat quietly in the passenger seat, the whole ride enjoying Kevin's geeking out over the weapons he and Max had found that day. When the green-eyed boy went to bed, he fell asleep immediately, failing to notice the faint purple glow coming from the cube he had found earlier.

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"Hey Gwen? Yeah, I've got a question for you. You any good with languages?" Ben held his phone to his ear with one hand and the cube in his other, staring at the glyphs covering its sides. "Umm, sort of. Kevin and I found this weird cube thing in the pile of alien tech. It's covered in all these weird symbols; we figured it was some kind of writing. I already called Grandpa Max, but he couldn't help since his Plumbers' badge did all the translating for him and he never needed to learn any alien languages. What? Oh, well, I guess it's kind of loopy and curvy… No, all the symbols aren't connected though, not like you said. All right, I'll call Kevin to give you a ride over here so you can look at it yourself."

Ben hung up then dialed Kevin's number. Kevin refused to give his number out to anyone other than Ben, so Gwen didn't have it and she couldn't call for a ride herself.

"Kevin? Could you go pick up Gwen and bring her over to my house? She's gonna take a look at the cube we found. I dunno, she _might_ be able to help, and if not… what? No! Just go and get her already, would you?"

Ben flopped back onto his bed, dropping his phone onto the carpet below. He continued to stare at the cube, until a quick glance brought the Omnitrix to his attention. _'I wonder if it could do anything? I don't have Master Control anymore, but it might respond this one time.'_ Ben held the cube over the Omnitrix.

"Hey, Omnitrix. Can you translate this?" Ben wasn't expecting a response, but he started when the Omnitrix beeped and replied.

"Negative. Unknown writing system." Ben stared at the watch. _'Well, that's weird. Over a million DNA samples and it can't match a species to this stuff?'_

Ben heard the doorbell ring. He got up and ran to the front door, opening it to reveal a miffed Gwen and a smirking Kevin.

"Geez, I would have thought you'd just let yourself in, Kevin."

"Yeah, well, Gwen wouldn't let me do my usual thing." Kevin's smirk grew wider as he stepped into the living room. "You gonna show her the cube?"

Ben nodded in response and pulled out the cube from his pocket. He handed it to Gwen who sat down on the couch and propped her elbows up on her knees. She squinted at the symbols, tracing them with her fingers.

"Ben, give me something to write with, would you?" Once she had a pen and paper, Gwen copied out the cube's symbols. Ben sat on the couch next to her and Kevin leaned against the wall until he was bored and left the living room to raid the fridge. Kevin came back with two cans of soda, and handed one to Ben while slurping his own.

"Got anything yet?" Kevin was impatient. His soda was running low, and Ben's parents only had the weird organic kind that tasted funny.

"No, not really. It's strange. I can feel some kind of energy inside of the cube, but I can't tell if it has to do with the writing or if there's anything alive inside. Maybe if I tried something else…" Gwen's eyes glowed pink and she focused a small amount of mana into the cube. The cube absorbed the energy and the glyphs began to pulse a bright purple light.

"Whoa. That did something." Kevin eyed the cube as the light dimmed to a steady glow.

"Yeah," Ben said. "But what?"

Gwen shrugged and put the cube down on the coffee table. The trio stared at the cube, wondering what it did, when the Omnitrix gave a sudden beep.

"Genetic anomaly detected."

"Uh-oh. It hasn't done _that_ for a while." Ben prodded the Omnitrix, and the face lit up a holographic map of Bellwood. Little red dots were clustered in one corner of the map, none of them moving. "What kind of genetic damage is happening at the cemetery? It couldn't have to do with the cube, could it?"

"I dunno, but we're gonna go find out," Kevin said.

Kevin fished in his pockets for his car keys and Gwen lead the way out of the house. Just before leaving, Ben turned back and grabbed the cube, just in case.

Kevin drove to the cemetery, Gwen in the backseat and Ben in the front, all three keeping an eye out for anything out of the ordinary. But when they got to the cemetery, nothing seemed out of place. Rows of standard headstones and memorial plaques lined the grounds, a few typical creepy trees, but nothing that would be a real "genetic anomaly." Ben looked at the map on the Omnitrix again, but this time, the dots were gone.

"Maybe it was a fluke? Or something temporary that fixed itself?" Ben continued to fool around with the Omnitrix, trying to get the red dots to come back.

"Maybe the cube did something to make the Omnitrix think there was something out here?" Gwen turned to look at a few headstones, but nothing on them or around them seemed unusual. "Sorry. I guess my mana triggered something in the cube."

Ben merely nodded his head and turned to go back to the car. They headed to the trailer park where Grandpa Max had set up camp with the Plumbers' Kids. They found Cooper and Alan outside, with a barbecue. It looked like Cooper had built it and Alan was lighting the charcoals with his hand. Cooper smiled a goofy grin when he saw Gwen and Alan took Ben and Kevin inside to find Max. Max was sitting at the built-in dining table with Pierce, looking over plans to some kind of project for the "Max Force" as Manny had called them.

"Hey Grandpa. Could you help us out? Gwen did something to the cube and now the Omnitrix is acting funny." Ben handed the cube to Max, who looked at it.

"Was it glowing like this before?" He poked at some of the symbols.

"Not before Gwen got a hold of it." Kevin glared at the cube as though it had done him a personal wrong.

"What about the Omnitrix? How is it acting funny?"

"It said the entire cemetery was filled with genetic anomalies, but when we got there to check it out, nothing was wrong and the Omnitrix stopped detecting them. Now we're not sure if there's something wrong there or not."

"Hmm… this _is_ strange. How about we set up this plan Pierce and I thought up in Kevin's warehouse? It might be able to help you guys out."

A few hours, some multiple trips back and forth in Kevin's car, and an astounding amount of cursing later, a corner of the warehouse was set up into some sort of data center. Multiple monitors, a few odd Plumbers' tech computers, and a mile of extension cords hummed with electricity and information.

"Wow." Gwen stared at the monitors in awe. "There are satellite images of cities all over the globe! That's Hong Kong, and that's Madrid, and that's London, and that's Buenos Aires… how'd you get all this Grandpa?"

"Well, pumpkin, the Plumbers used to have satellites monitoring all the major cities in the world, looking out for alien activity, but they stopped using them after Earth's quadrant was disbanded. With the Highbreed invasion, the Plumbers have been reinstated. You remember that?" Max pointed at Gwen. "You got your badge then. The satellites have been recently activated again, and I tapped into the feeds with some old equipment."

Pierce, Helen, and Cooper were running specified scans over Bellwood. Helen pointed at her screen, which displayed a birds' eye view of the cemetery.

"It doesn't look like anything's going on down there. But the thermal scans are picking up abnormal traces of heat below ground. Nothing terribly out of the ordinary. Dead bodies release nitrogen and methane gasses as they decompose, and the gas could be heating up under pressure or in the heat from sunlight."

"So there's no aliens in the cemetery?" Kevin nodded at the screens.

"Nope," Pierce interjected. "It doesn't look like it. Just a bunch of dead bodies and some flowers."

"We'll keep scanning for a few hours more, just in case," Max concluded. "If nothing shows up, we'll continue with the main project Pierce and I came up with to keep an eye out for alien activity elsewhere."

The Plumbers' Kids and Max began setting up a more streamlined system for their worldwide alien watch, and Ben and Kevin kept their eyes on the cemetery and Bellwood. Gwen and Alan skipped out to get food for everyone.

"Hey, Kev, what the heck is _that?_" Ben pointed at a moving lump of heat on the thermal scan of the cemetery. Night had fallen in the hours since the team had begun their "Cemetery Survey" as Cooper had called it, and infrared was the only way to see if anything was changing. "It was there before, just getting warmer, and now it's _moving_."

As Kevin watched the screen with Ben, more of the orange-yellow lumps began to move. They couldn't tell what was happening from above, so Kevin pulled up an additional screen on another monitor, with a view from an angle. The lumps were coming up from the ground, digging their way out of the graves and slowly marching towards to cemetery's entrance gate.

"I've never seen anything like 'em, Ben." Kevin looked directly into his friend's green eyes, his own dark ones betraying the fear his face was hiding. This was something _completely _different from anything they had ever faced before.

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**A/N:** Oh no, I'm writing a multi-chaptered fic? Well, actually, I wrote this months ago. I'm finally getting around to posting it is all. Stay tuned for actual zombie action!  
And yes, I did steal Kevin's last line from the first Alien Swarm trailer. It worked.  
Tell me what you think? My current collection of opinions on this thing is kind of... biased in favor of the zombie concept. Because zombies are awesome.


	2. Chapter 2: Street Fighter

**Title:** Zombie Swarm**  
Rating:** up to PG-13 now**  
Words:** 2,849**  
Chapter Summary:** The invasion begins, and our intrepid heroes have to use their powers to save Bellwood from the brain-munchers!**  
Disclaimer: **Ben 10: Alien Force and Alien Swarm © Cartoon Network and created by Man of Action. I'm just stealing the characters temporarily and sticking them in the midst of a zombie uprising.**  
Warnings:** Lots of smashing, an f-bomb from Ben, and it gets kind of weird, narrative-wise. I may be trying too hard with this. Look out for crap storytelling.

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**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 2: Street Fighter

"Guys? We got trouble." Ben called out as he and Kevin were staring in horror at the thermal scans of Bellwood's cemetery. The moving blobs weren't the bright red of fully living humans, but a sickly yellow-orange because they _weren't_ fully living. The teen heroes followed the blobs as they meandered slowly across the cemetery grounds and out the gate, heading for Bellwood proper. The city was in trouble if they didn't stop the newly amassing army of the undead.

Helen came up quickly behind Ben, followed by everyone else. None of them could form a coherent sentence to address the situation. Max tried to recover by glancing at another screen, but to no avail. More orange blobs were moving around a small portion of the new screen, and when Max looked up, he realized that most of the screens focusing on local cities sported undead specters.

"We're going to have to fight them off." Max directed everyone's attention to the other screen. "No one else knows they're there, and when people _do_ find out, it'll be too late."

That set the tone for the rest of the night.

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The warehouse was buzzing with activity. Helen was zipping around loading up gear into the van she and Manny rode around in before they went to find Pierce in the Null Void. Max and Pierce were going over controls in the Rustbucket. Cooper was building some last minute weaponry. All in all, no one was taking the walking corpses seeping out of cemetery gates across the county lightly.

"Gwen! What do you got on these things?" Kevin asked the mana-wielder.

"Not much! They're not fully alive, I can't get a good grasp on their life energy." Her eyes glowed pink and she tried to focus her concentration. "But they feel similar to that cube you and Ben found."

"Not good. Not good, not good, not good, _not good_." Ben was pacing as he cycled through the Omnitrix. He had no idea which alien would be strongest against the undead. He paced himself in circles until Kevin stepped into his path and Ben's face was met with a wall of muscle and black T-shirt.

"Hey, get a grip." Kevin illustrated by grabbing Ben's shoulder. "They're only zombies."

"_Only_ zombies? THEY'RE ZOMBIES. Z-O-M-B-I-E-S. How are we supposed to deal with them? I have no fucking idea how to stop zombies!" Ben was panicking. "If we kill them, are we actually killing them if they were already dead? Are we hurting the person they used to be? Do they know what they're doing? Are they just mindless? WHAT ARE WE SUPPOSED TO DO?"

"We're going to stop them the only way zombies can be stopped." Kevin smirked. "Blow their brains out before they eat ours."

"You have _got_ to be the only person here who's going to enjoy this." Gwen had stopped glowing and had come up to the boys to work on a plan. "And _how_ exactly are we 'blowing their brains out,' as you so eloquently put it?"

Kevin grinned some more. Since, Ben was freaking out and Max was busy checking over the Rustbucket's defenses, he took charge.

"Alright everybody! We're going at these things like there's no tomorrow!" Kevin started rattling off teams. "Alan, Pierce, you're riding with Gramps in the Rustbucket! Manny, you and Helen take the truck and follow them. Coop, you and Gwen and Ben are riding with me. Gwen, call up Julie and tell her to get Ship on this if he's around."

Everyone piled into the vehicles, Max gearing up to use the Plumbers' tech he and Kevin had installed. Gwen hung up her phone after telling Julie to stay in her house and to keep an eye out for Ship in case the Mechamorph showed up later. Manny readied his laser guns so he could shoot and drive simultaneously. Cooper gave Helen some of his "Anti-Zombie Arrows" then put on his own blaster gauntlet. Ben climbed into the backseat of the Challenger with Gwen. They and Kevin were going to wait until they could get hands-on with the zombies further in the city.

Max led the odd parade to the cemetery. As they got closer, the team slowed down and began looking for signs of zombie attacks. Alan flew up into the sky and caught sight of the first zombies. They were already banging at doors and windows. House lights were turning on up and down the streets, screams started up as citizens saw the half-decomposed faces of the living dead trying to get inside their homes.

"Looks like it's time to smash some zombie scum." Kevin absorbed the metal from his car and ran at the nearest zombie. Gwen started corralling zombies with her mana so Kevin and Cooper could take them out easier. Max drove the Rustbucket down the street while Manny drove the truck down another. Pierce triggered the RV's new laser blasters while Alan flew behind and burned what zombies escaped the Rustbucket's wrath.

"Eat this, brain-munchers!" Manny yelled as he drove with two hands and shot with the other two. Helen loaded up the long-range launcher Cooper built for her and shot out electrically charged nets to round up the zombies on their street. Ben took in the damage the zombies were doing before they were destroyed, then choose his alien.

"Jet Ray!" The red alien flew up and over the street and zapped zombies as fast as he could. He was safe from being attacked as long as he stayed out of the zombies' limited reach, but he wasn't doing as much damage as Kevin, who was bashing heads so hard the skulls were shattering. "Kevin! Gwen! We aren't doing enough! There's more coming!"

Gwen looked over to Jet Ray and saw that, indeed, there were more zombies coming. Manny and Helen's truck went careening across an intersection, squashing a dozen, but twice as many filled in the space the truck had emptied. The zombies had collectively given up trying to get in the houses. There were fresh brains out in the open.

Cooper was having trouble. The mob of reanimated corpses closed in on him as he feebly tried to get them to back off with his blaster gauntlet.

"Guys! Help! AAAAAAAH!" Just as the poor boy was nearly bitten by one of the zombies, a flash of pink light grabbed him and lifted him up. When Cooper opened his eyes, he was safely sitting on one of Gwen's floating platforms. He could see the mob of zombies attacking each other through the pink energy holding him up.

"Be careful Cooper! That was almost you down there!" Gwen pointed to one particular zombie that was being ripped to shreds and bones. Cooper had to close his eyes again. His stomach couldn't handle the sight of flesh being torn from the still moving body. The zombie didn't scream. It still tried to move towards where Kevin was fighting, still searched for living brains to devour.

What felt like hours but was really a much shorter time later, the zombie hoard had diminished. There were only so many corpses to come up out of the one cemetery in town. The Rustbucket speeded up a side street, no longer shooting lasers. Max leaned out his window.

"The scanners are still picking up zombies all over the county. We're almost done here, so I'm taking Alan and Pierce south back to Grover's Mill to help out Alan's friends and family. I already told Manny and Helen to head out west when they can. Kevin, take care of the north side."

The Omnitrix had timed out on Ben three times while they were fighting, and Jet Ray, Big Chill, and Humoungusaur had all defeated their fair share of soulless corpses. The watch glowed red as Ben reverted back to his human body. He was exhausted, but Bellwood was only one city. He had to fight more if he was going to stop all the zombies that had been raised. He ran up to the Rustbucket before Max could drive away.

"Ben, you can't keep this up all night."

"I know. It's too much!" Ben acknowledged. "Cooper almost got eaten, Gwen can't use her energy to make strong shields anymore, and the Omnitrix keeps timing out. We need to change tactics, but I don't know what else we can do but plow through them all."

"I've got an idea." Kevin came up beside Ben, dropping the metal he had absorbed. He was the only one who didn't look a little worse for wear. "We need to go into the desert, though."

"Anything to keep the fight going. Make it quick though," Max added. "The longer we take, the more the zombies destroy. People are going to be next."

Kevin nodded and grabbed Ben's arm. He pulled the still-recovering brunet back to his (luckily) undamaged car. Gwen and Cooper were already waiting beside it. They could hear the screeching tires of Manny's truck as he and Helen finished off the few straggling zombies that were trickling out of the cemetery still.

"C'mon," Kevin fell back into the leader role he had taken up earlier that night. "We've got to stock up. I know where we can get more effective shit than our powers."

The four teens got in the car, Ben in the passenger seat this time, and Kevin sped off down the road. Forgoing any and all traffic laws, he got them to the desert in ten minutes flat, and he sped up faster outside city limits. They knew time was short and they were tired, so Gwen didn't even bother reprimanding him for doing 95.

Sooner than would've been usual, Kevin turned off the main road and slowed down to navigate a narrow dirt road leading into a small canyon. The river that had made the canyon had dried up long ago, and at the base of the cliffs was room enough for the car to drive through at a strong 50 mph. The canyon widened and the Challenger skidded to a halt by the right side of the dry riverbed.

Kevin got out of the car and walked towards the cliff on the opposite side of the road. Ben followed him closely, but Gwen and Cooper hung back, a bit lost and not knowing what Kevin was doing in a canyon and what any of this was going to do to help them fight zombies.

Kevin pushed aside a small boulder to reveal a keypad in the cliff face. He quickly punched in a series of numbers. The keypad beeped and a segment of the cliff shifted to reveal a door. Ben pushed it open and motioned for Gwen and Cooper to follow. The quartet entered the cave entrance and Kevin led the way down a narrow corridor that lit up as they walked further along.

Fifty feet from the entrance, they came to a heavy-looking steel door. Kevin pulled out his Plumbers' badge and flashed it over a scanner in the wall. The door slid open with a loud hissing and the room beyond lit up with a bright white light coming from an indeterminable source in the ceiling. Cooper's eyes bugged out of his head when he saw the shelves lined with weapons and tech.

"Welcome to the Cave, guys." Kevin walked in and began taking blasters and blades and guns off the shelves and setting them out on a large steel table in the middle of the room. "I've been storing some of my crazier stuff here for years. Careful of that wall behind you. I haven't finished testing those level 7s yet."

Gwen quickly stepped away from the shelf she was about to lean against and opted to lean against the table instead. Cooper gravitated towards the right side of the room where boxes of loose parts sat.

"Can I build something with this stuff?" His eyes were already glowing blue as he analyzed the batteries, lenses, capacitors, and amplifiers in the boxes.

"Go for it, dude." Kevin grinned as he flipped a switch by the door. Another, larger door on the left side of the room hissed open to reveal yet another room. This one was filled with more conventional levels 1 and 2 tech. Earth-built guns and blades, to be specific.

Ben was inside before Gwen could get a better look. He started rummaging around a set of drawers underneath the shelves that stored long-bladed daggers. He pulled out a few tools and headed across the room. Kevin started pulling guns off the shelves, handing Gwen a sawed-off semi-automatic shotgun as she neared the door.

"Put that on the table by the laser lance, would ya?" Kevin dumped a machete in her arms on top of the gun. "And check out the blade for me, I haven't used it in a while. Dunno if it's sharp enough or what."

Gwen gingerly walked over to the table and set the gun down. She had no idea how to tell if the machete was sharp enough to be used for anything, so she just stared at it and tried to guess what a sharp edge looked like. She figured the blade was sharp enough when she accidentally cut her finger on it.

"You know that little secret of ours?" Kevin called out to Ben. "Now's probably a good time to get it out."

Ben nodded with a small smile. Kevin's confidence was rubbing off on him, and if he got to use their "little secret," he was going to enjoy this after all.

"What 'little secret' are you talking about Kevin?" Gwen turned a suspicious eye to the not-quite-fully-reformed ex-con.

"This one." Ben said as he came back out of the room pushing a sleek, dark green motorcycle. Kevin opened up a cabinet and pulled out a green leather jacket. He tossed it to Ben who exchanged his usual track jacket for it. "Looks good to go. All I need is something to blow zombies' brains out with."

Kevin laughed at Ben's throwback to earlier that night, then laughed harder when he caught sight of Gwen's face.

"Gwen, you look like a goldfish. Keep your mouth closed before you catch bugs." Ben tried not to laugh at his cousin's attempts to talk.

"What? Huh? Motorcycle… you… jacket… leather… _huh_?"

"Yeah. This is a motorcycle, this is me, this is a leather jacket. God job Gwen."

Gwen shook her head to recover from the shock and tried to regain her dignity.

"But you're not old enough! You shouldn't be riding that! It's dangerous! More people get killed on motorcycles in road accidents than in cars! And the jacket! Who wears green leather? You could—" She was cut off by Kevin.

"Cool it, Gwen. Tennyson can ride that baby better than anyone I've ever met. And he's pretty smokin' in that jacket." Kevin smirked at the blush that bloomed on Ben's cheeks.

"Um… yeah. Right. Don't we have zombies to kill?" Ben nervously tried to change the subject. Gwen couldn't follow up on her cousin before Cooper asked for her advice on his new battle suit.

"Hey Gwen, do you think I should use the laser generator or the freeze ray in the left arm?" Cooper held up the two parts and showed them to her. Gwen looked back over her shoulder for Ben and Kevin but the two were gone. She shrugged and went back to helping Cooper finish the last parts of his suit. When he was done, Cooper gave a Gwen a big smile and a "thanks a ton!" and looked around for the other boys to show them what he had built.

"Guys? Where'd you go?"

They heard a muffled shout from the other room, followed shortly by Ben. He tugged at his leather jacket with a goofy smile and began checking over his motorcycle. Kevin came out shortly carrying ammunition for the guns he and Ben were planning to use later that night.

"So, we ready to kick some undead ass?"

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**Notes:**

Uh… yeah. That last section was kind of… random. This is what happens when I write at 2:50 on a Wednesday morning.  
On another note, I have thrown continuity out the window. I'd bring it back, but I'd have to climb four flights of stairs to get it back up here. Maybe I'll pick it up on my way to class later.  
I don't think I stole any lines this time around. Boo.


	3. Chapter 3: Gran Turismo

**Title:** Zombie Swarm  
**Rating:** PG-13  
**Characters:** Ben, Kevin, Gwen, Cooper  
**Words:** ~2,900  
**Summary:** The team leaves the desert and heads for the next zombie-infested town. But something's not right…  
**Disclaimer:** Ben 10: Alien Force and Alien Swarm © Cartoon Network and created by Man of Action. I'm just stealing the characters temporarily and sticking them in the midst of a zombie uprising.  
**Warnings:** More gore, thanks to Ben's accelerated plasma blaster and Gwen's sudden awesomeness. And I had issues writing this, so some paragraphs are choppy. Sorry.

**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 3: Gran Turismo

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The four teens carried all of the weapons Kevin had selected back to the Challenger outside in the canyon. Cooper was about to dismantle his suit, but Kevin pulled out the pocket dimension generator and they fit the suit inside. Ben and Kevin went back inside the Cave to get Ben's motorcycle as Gwen and Cooper settled into the car.

"What's taking them so long?" Gwen leaned her head against the window. Cooper shrugged vaguely, too engrossed in staring at her hair shining in the afternoon sunlight coming in through the window. Ben and Kevin finally came out of the doorway in the cliff.

Kevin double-checked that the door was hidden and then hopped into the Challenger as Ben swung his leg over the back of the motorcycle. As he started up the car, Kevin looked in the side view mirror and caught a glimpse of Ben putting his helmet on. Kevin rolled his window down, pulled the car around, and started driving along the canyon, back the way he had driven in. He heard the motorcycle before he saw it. Ben sped past the car and up the canyon. He rode the bike in the middle of the dirt road, and dropped back just enough to keep Kevin from speeding up past him.

"Damn, he's _teasing_." Kevin smirked. He pressed down on the accelerator and the car gained on the motorcycle. He tapped the pedal a few times, the engine responding with a well-tuned growl each time.

"Kevin! Don't do that! You're going to run him over!" Gwen reached across the seats to smack Kevin upside the head but he ducked before she could hit him.

"Watch it! If you hit me, I _will_ run him over!" Kevin dodged another attempted smack. "And not on purpose! Stop it!"

Cooper was merely enjoying Gwen's leaning all over him so she could reach across to the front. He was a little disappointed she gave up so soon and leaned back into her seat next to him.

Ben had noticed Kevin's car right on his tail, so he sped up and pulled ahead of the car again. Kevin wouldn't let Ben get too far away, so he continued to dog the green-jacketed boy. They sped up and slowed down in an oddly graceful dance until they got out of the canyon. Ben drifted left and rode alongside the car, glancing over his shoulder to look through Kevin's open window. Kevin was accelerating more, able to go even faster without worrying about cliffs on either side of his baby. Ben kept pace, and the two green machines burned rubber down the desert road.

-----

The Challenger skidded across the pavement and came to an abrupt halt right before hitting a light post. Kevin got out and opened up the trunk. Cooper donned his new battle suit, and Gwen tried to see what Kevin was arranging inside the pocket dimension generator. Ben took off his helmet to talk tactics with the other three.

"The monitor Grandpa Max gave me says that the zombies here are mostly on the other side of town." Ben pointed down a street. "We've got to work together so we can finish them all off quickly and move on to the next town. Cooper and I will stay out here. Coop's got his suit to protect him and I can out run a zombie if I use the Omnitrix. Kevin, you and Gwen take the car and stay safe, OK?"

Gwen agreed with the plan, but Ben had to stare Kevin down when the older teen tried to protest.

"Just do it Kev."

"Fine." Kevin growled as he reached into the trunk. He pulled out a small tech and handed it to Ben. "It's an accelerated plasma blaster, level 5. Tiny, but packs a punch. Shouldn't be too hard to handle while on the bike."

Ben put the blaster into the back of his waistband. Kevin reached back into the trunk and took out the sawed off shotgun he had Gwen carry earlier that night.

"Gwen, you're in charge of this."

Kevin and Gwen got into the car. Kevin started it up again, and with a mock salute, drove off down the road Ben had pointed down.

"You ready Cooper?" asked Ben.

"Yup. Race you there?" Cooper's suit powered up and a large jet pack ignited, lifting him up a good five feet off the ground.

"You're on!" Ben revved the motorcycle's engine and sped off after Kevin's car, Cooper close behind. When the two boys arrived downtown, the zombies were already in full force. Kevin was driving the wrong way down the street to let Gwen aim through her window. The Challenger easily ran down the slow-moving zombies. Many of them lost their heads to the car's screeching tires, which effectively killed them. Others still struggled to move even after being run down. Ben rode down the street after Kevin, weaving in and out of the corpses littering the road. He pulled the blaster out and took a few practice shots at the still moving dismembered bodies. Bright bluish purple blasts of super heated something arched through the air and fried the legless body Ben had managed to hit.

"Sweet." Ben sped up and caught up to the car, blasted an arm and half of a torso that was hanging onto Kevin's door, then took a turn at an intersection to track down more zombies. Cooper followed behind him, hitting as many zombies as he could with the freeze ray and kicking them with his over-large metal boots. Icy zombie shards lay lifeless behind the blonde boy's robot suit as he stomped on after Ben.

Ben continued to fry zombies as Cooper came up from behind and froze the first zombies in the incoming horde. A large pick-up with a ramp bridging the bed and the cabin was parked at the side of the road.

"Perfect." Ben accelerated towards the ramp, hitting the throttle at just the right moment, and the motorcycle soared up and over the truck, flipping completely upside down. Still in the air, Ben took aim with the plasma blaster and shot multiple zombies before the bike landed, right side up. He vaguely heard Cooper yelling "AWESOME!" Ben let the rush of jumping the bike fill him and he sped on, just barely missing being cut with icy shards as Cooper round-housed the wall of frozen zombies Ben had jumped.

Kevin continued to drive down the wrong side of the road. Going at about 60, he hit the zombies with enough force to prevent them from getting up again. Gwen was a bit clumsy with the shotgun at first, but once she got the hang of it, nothing stood a chance. Buckshot sprayed out of the barrel and completely destroyed the heads of the zombies that were within range. Gwen let a maniacal grin spread across her face as she took out four zombies at once. Kevin never thought she would enjoy wreaking havoc as much as she was.

"And you said I was the only one who was going to like this."

"Shut up and hand me another round."

Three hours later, the car met up again with the robot and the motorcycle in front of the town's library. Cooper jumped out of his battle suit and went to see if Gwen was all right. He started telling her about all the stuff he and Ben had managed to do as they fought off their share of zombies. He waved his arms around and made sound effects for moments when he couldn't think of words to describe what he wanted to say.

"And then Ben did the VROOM thing up the back of the pick-up truck and it was the COOLEST THING EVER. He shot ten zombies before he hit the ground! TEN!!! It was all PEW PEW _KZZZZZZAAT!!!!_ Them zombies didn't stand a chance!"

"So, what?" Kevin turned to Ben. "Did Cooper suddenly switch his fanboying from Gwen to you or something?"

"I hope not. It'd be kind of awkward."

"He'll probably go back to crushing on Gwen when he finds out she was pretty kickass too."

"Shotgun worked?" Ben pointed at the shotgun Gwen was still holding, even after she had gotten out of the car and there weren't any more zombies.

"More than worked. Obliterated. I don't think she's going to use anything else until we run out of ammo. I'm kinda proud of her."

Ben laughed as they walked up to Gwen and Cooper.

"Hey, Gwen, can you call up Grandpa? He'd probably want to know our progress."

"Oh, sure." Gwen pulled out her Plumber's badge and zeroed in on Max's badge, bringing up a holographic image when he answered. "Hey Grandpa! We just finished up another town."

"Good work guys." Max's hologram smiled up at his grandchildren, but the smile quickly turned into a frown. "Unfortunately, I've got bad news. It looks like most of the zombies are congregating not too far from where you are now. You four are the closest and it's going to take Manny and me a while to drive up there. Can you guys handle it, or do you want to wait for us to back you up?"

"Depends." Ben spoke up. "How many are 'most of the zombies'?"

"Too many for one cemetery. They're swarming all over Ashfield, mainly in two places in the town. The scans can't tell me what kind of places the zombies are going to though, and they can't tell me why." Max's signal started flickering. "Just head—_zzzt_—try to find out where the zomb—_zzzzzt—_going, but la—_zzzzzzzzt_—get there."

The hologram fizzled out. Gwen couldn't reestablish a connection. The four teens stared at the Plumber's badge for a moment more then Gwen put it away and turned to the boys.

"Well, you heard him. We're going to have to go to Ashfield." She hoisted the shotgun and opened the car door, climbing into the back seat. Cooper hopped out of his robot suit and Kevin helped him put it back into the pocket dimension generator. Kevin then took Ben's motorcycle and put it into the pocket dimension too.

"Hey, I was gonna ride that!" Ben hit Kevin in the arm.

"No you're not!" Kevin rubbed his arm where Ben had punched it. "Gramps said all the zombies were heading to this Ashfield place, so there's going to be a heckuva lot more of 'em on the road. I'm not risking you getting attacked."

Ben was about to talk back, but held his tongue before he could say anything that would piss off the much larger teen. He took a deep breath and calmed down. As he got into the passenger seat, he smirked across the roof of the car at Kevin.

"You'd just miss me if I died."

"Shut it Tennyson." Kevin rolled his eyes. "We already went over this. I have better things to do with my time than go to your funeral."

"But you _would_ go to it." Ben chuckled as he closed the car door and buckled his seatbelt. Kevin just shook his head and started the car up. The Challenger's tires squealed as the car took off up the road leading out of town. Kevin drove to Ashfield, taking care to run over any zombies straggling along the way.

Night and fog fell as they drove into the city limits; a typical "Welcome to Ashfield!" sign loomed up out of the mist. What was atypical about it were the large smears of what could have been blood across the bottom half.

The four teens stared at the sign for a moment, but their attention was torn away from it by a purple glow coming from Ben's pocket. Ben reached into the glowing pocket and took out the cube he and Kevin had found in the pile of alien tech back at the warehouse in Bellwood. The odd rounded symbols on the sides were shining brighter than before. Kevin pulled the car over, and Gwen reached out from the backseat to touch the cube.

"Its energy is a lot stronger than this morning. Something's not right. It has got to have something to do with the zombies." She concentrated on the cube, her eyes glowing pink for a moment. "I think it absorbed the energy from the zombies when we killed them."

"What's it gonna do with the energy now?" Kevin asked. A sudden flash from the cube answered him, leaving them all temporarily blinded. When their eyes readjusted to the darkness in the car, the cube had dimmed to a dull purple glow.

"What was _that?_" asked Cooper. He couldn't make heads or tails of the cube.

"No idea," Ben replied. Kevin resumed driving into the city, but all three boys jolted when Gwen let out a small scream.

"Gwen! What's wrong?!" Cooper's lower arm was clenched by Gwen's hand in a death grip sure to leave angry red marks. Ben peered around his chair at his cousin, and Kevin stopped driving, looking back at the panicking girl through the rear view mirror.

"There's something here. Aaaah!" Gwen squeezed her eyes shut and her grip on Cooper's arm tightened. "It feels like the energy from the cube! It did something, _created_ something here!"

Gwen's eyes glowed pink as she tried to block out the massive surge of the dark, partially alive energy. She heaved a sigh of relief as the pain disappeared behind her mental shields.

"Gwen, we don't have to keep going. We can stop and wait for Grandpa Max and everyone else if this is hurting you." Ben's were wide with concern for his favorite cousin.

"No, we can't," Gwen shook her head. "Whatever that thing is that just grew or whatever in that town is too dangerous to wait on. We have to stop it. Now."

She leaned back in her seat and closed her eyes. Cooper was still freaking out over her sudden paroxysm. Neither Cooper nor Gwen noticed when Kevin reached over the gearshift and tightly grabbed onto Ben's hand.

-----

**Notes:  
**Uh... this version was significantly revamped from the original. Some people may remember the original. I dunno what I'm doing with this quite yet. Although I am quite certain I will be beating down on some more zombies.

How'd you like it, reader?


	4. Chapter 4: Dead Rising

Crazy story: I went home for the weekend. In the car, my little brother (you know, the totally awesome one who's just as obsessed with Ben 10 as I am) talked about a new videogame he got, "Destroy All Humans!" It's that one game where you're an alien and you go around destroying Earth. Fun times. Now, the relevance. My brother also told me that when he and Dad went to the videogame store, they were trying to decide between "Destroy All Humans!" and some other game Dad wanted. A violent, zombies-in-a-mall game. COINCIDENCE?!?!??!?!?! I THINK NOT. It's like the universe was trying to tell me, "Hey, minty! Get your rear in gear and finish writing chapter four already!" So, in honor of Dad losing the coin toss, I have dubbed this chapter "Dead Rising."

And I realized that I've completely forgot innocent bystanders through all three chapters up until now. I should fix that.

**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 4: Dead Rising

-----

The green Challenger came to a stop at an intersection. The four teens riding inside could see trails of blood and gore along the road from where the living dead had wandered. They had followed the large, reeking path up until this intersection, where the trails diverged. Most of the entrails continued straight ahead, towards what looked like some kind of large shopping mall. But a small portion turned left, heading up a gradually sloping hill and onto a private driveway. The house the driveway belonged to could not be seen from the road.

"Well, guys, where to?" Kevin looked over his shoulder at the other three.

"I feel the darker energy mostly on the left," Gwen shuddered to keep it from overwhelming her again. "But it looks like more zombies went straight ahead."

Ben pulled out the infrared scanner Max had given him and checked it for heat signatures. The screen showed the four teens in the car, and a few orange blobs up and over the hill to the left. The mall straight ahead was teeming with orange and yellow, and a tiny spackling of red in the north corner.

"Guys, there's people still alive in the mall! We have to save them first!"

Kevin didn't wait for anyone else's input. According to him, what Ben says, goes. The car's tires squelched over the viscera on the roadway, and the mall loomed up out of the darkness. Streetlights were not working and a misty fog lay low, obscuring the houses and stores on either side of the street. Cooper tried to see through the fog better, but when he did find a thin patch, he recoiled in fear. A plate glass window was shattered, from the inside out, and a woman's body lay across the sill. The head was torn open and a gaping hole was all that was left inside. The quartet had gotten lucky so far. Bellwood's zombies had been taken care of as soon as they got out of the cemetery, and the last town's residents had known to either lock themselves in or to get the fuck out fast. So, the last-minute zombie hunters had been lucky. No one already living was attacked. Until Ashfield.

The parking lot was empty save for a few wrecked cars. The large glass doors that opened up into the mall proper were smashed and bloody shards littered the ground. Inside the mall, more blood and even some body parts were splattered across the floor and walls.

"This is worse than any other place we've seen so far," said Ben. "The zombies are more aggressive here."

He jolted out of his worry when the sound of scraping metal was brought to his attention. He looked over and saw that Kevin had pulled out the machete. Following his lead, Cooper readied his suit's freeze ray and Gwen pumped the shotgun. Ben grabbed the larger plasma blaster sticking out of the pocket dimension generator Kevin had slung over his back.

"Let's do this." Ben set his jaw in determination and they charged ahead.

The first wave of zombies met them around the corner. Gwen took point and blasted the majority of the zombies with the shotgun, and Ben and Kevin took out the zombies that survived. Cooper boosted his jet pack and flew above the horde. He froze masses of zombies in the middle of the mob, slowing down the other zombies trying to get around them.

"They're faster than before!" Ben panted as he shot the blaster and fried a half-decomposed head.

"It's because of that energy the cube released!" Gwen yelled back. "It makes them stronger! I can feel it!"

"Fucking hell." Kevin sliced through what used to be a young man and turned and stabbed a less recognizable body that managed to get behind him. Cooper reversed his jet pack's thrusters and he shot down into the mass of frozen zombies below him. The giant chunk of ice shattered, and large pieces went flying into the store windows and the other zombies.

"Nice one Coop!" Ben cheered as he and Kevin ran through the cleared pathway. "You and Gwen head to the north side of the mall and save the people there! Kev and I will take down the zombies on this side!"

Gwen and Cooper ran in the opposite direction and continued to fight their way through the mob of the undead. As they ran, they could hear Kevin yelling obscenities as he sliced his way through the creepers. But eventually, all Gwen and Cooper could hear were their own cries of frustration and effort and the strange grumbling mumbles of the zombies.

Gwen thought it was eerie and unsettling, not hearing her usual teammates' battle banter. Once she ran out of ammunition, she smacked a zombie upside the head with the shotgun then tossed the weapon aside and resorted back to using her powers. The familiar rush of power comforted her, but she had to hold herself back so the dark energy all around would not overwhelm her.

"Cooper! I can sense the people inside that store! Cover me so I can go in!"

She zapped a flying zombie head Cooper had sent flying, then ducked into the clothing store. She followed the brighter life energy, feeling it flicker with fear, to the back of the room. Fighting off more zombies that were inside the store, Gwen heard shouting. Behind the cashier's counter, she found three little kids and a woman, huddled near a teenaged girl wearing a primary-colored hot dog stand uniform and brandishing a large shovel. A little girl, probably only four years old, was crying, her two older brothers holding onto her and their mother. The hot dog stand girl was pale with fear, her muscles taut from lemonade juicing and hefting the shovel, and she nearly swiped Gwen's head off. Gwen ducked and held up her hands, turning to stand next to the girl to show she was fighting against the zombies too.

"Everything's going to be okay. My friends and I are here to save you."

"Oh, dear God, thank you!" the mother cried. "How are we going to get out?"

Gwen was at a loss for words. How _were_ they going to get out? It looked like the teenaged girl could fight her own way through the zombies; the woman and her children wouldn't be able to. Luckily, a loud screeching and a familiar shout saved Gwen.

"Manny! You can't drive inside a shopping mall!"

"Why not? Max said there're people inside! I figured they could use a lift!"

"Yeah, to a _hospital!_ How are we supposed to get them inside? In case you've forgotten, _you're bright red and have four arms!_"

"Yeah, well you're all blue and have a tail! I think I got the better deal!"

"_Manny! Helen! Shut up!"_ Gwen could make out Pierce's voice crackling through a radio. _"Max and Alan are going to take the victims to the hospital! Just get them _out_ of the mall in one piece, all right? We'll meet you in the parking lot!"_

Gwen led the five victims through the store, using her karate to fight off the zombies so as to not scare them with her powers. When they got outside, Cooper was still fighting zombies, but this time there were a lot fewer. Manny's truck had run over most of them, and he and Helen were blasting zombies' brains with their laser guns.

"Gwen! Did you find them?" Cooper shouted down from his perch in his robot suit.

"Yeah, we need to get them out!"

"All right, hang on! We'll clear a path to the back of the truck!" Manny started blasting at the zombies that were swarming over, and the zombie body parts that were swarming under, the truck. Gwen motioned to the girl and the family to follow her. The hot dog stand girl helped hoist the little girl into the truck, and was helping one of the brothers in when time practically stopped.

"MOMMY!" The other boy was being dragged away by the zombies.

"NO! JUSTIN!" The mother shrieked as her little boy was pulled out of her arms. Gwen tried to use her mana to grab him, but the zombie holding him was unusually fast and dodged. Everything seemed to disappear around Gwen. All she could hear was the mother's screams and the little boy's cries. All she could see was the zombie's teeth nearing the boy's head. It was a nightmare and there was nothing Gwen could do to get out of it.

(-----)

A flash of blue and the zombie was sent flying, the little boy safe in Helen's arms.

"Mommy! Mommy mommy mommy mommy!" Justin squirmed as he reached for his mother. Helen handed him to her and the reunited family held onto each other, in relief that they were all still alive and in fear because they weren't out yet.

The mother thanked Helen profusely until Helen closed the truck's door. She and Gwen got into the front with Manny, who gunned the gas. Cooper lit up his jet pack and flew after the truck, blasting more zombies and the wall so they could get out faster.

Out in the parking lot, the Rustbucket was just pulling to a stop outside the main doors to the mall. Manny's truck blasted through the wall a couple hundred feet down and skidded to a stop next to the RV. The entrance area of the mall was devoid of zombies after all the fighting they had done, so the swarm of zombies Max was expecting to follow the truck out never came.

Gwen and Helen got out of the truck's cabin and opened up the back. The five victims jumped out. Max got out of the RV and walked up to the truck to give his granddaughter a hug, thankful she was alright.

"This is my grandpa Max," said Gwen. "He'll take you all to a hospital. You'll be fine now."

The mother and her children went with Max into the RV, but the hot dog girl stopped and turned to Gwen before she followed.

"Thank you. So much."

"Just doing what we can. It's sort of our job to save the world. We're just usually up against an alien invasion instead."

The girl laughed nervously at the possibility of an alien invasion, but checked herself when she remembered that a bright red, four-armed alien and a blue, super fast one saved her. She waved goodbye to Gwen through the RV window as Max drove off with Alan. Gwen smiled as Max shouted at her to keep an eye on Ben and Kevin for him.

The three Plumber's Helpers stood by their truck, ready to kick more zombie ass.

"Gwen, Cooper," Helen said. "Where _are_ Ben and Kevin?"

"Oh no! I forgot! They're still inside!" Gwen pulled out her cell phone and dialed Ben's number. Ben's voice came through after the third ring.

"Gwen? What's going on? Did you find them?"

"Yeah, we found them. Manny and Helen showed up and helped us get them out. Grandpa is taking them to a hospital now." Gwen heard a loud grunt from the other line. "How are you and Kevin doing?"

"Good, actually. We're clearing out the sporting goods store now. Almost all the zombies are gone in here." Ben let out another grunt as he swung a baseball bat one-handed.

"We'll wait for you outside."

Ben hung up the phone and put it back in his pocket. He re-gripped the aluminum bat and took a hard swing at a formerly female zombie. The head came off and flew into a basketball hoop.

"Hey, Benghis Khan!" Kevin shouted at him as he sliced through another zombie's chest with his machete. "Good job! Now can we _please_ get outta here?"

Ben nodded and the two boys ran for the store's exit. Most of the mall was zombie-free now, but there was still a good number between them and the doors to the parking lot. The going was slow, and there was only so much damage they could do with what weapons they had. Kevin glanced over his shoulder at a store and saw something he liked.

"Ben switch with me!" He chucked the machete at Ben, who caught it and tossed the baseball bat to Kevin. Ben went back to fighting zombies and didn't even bother looking when he heard glass smash. He _did_ bother to look when he heard a loud, violent grinding noise. Kevin had gotten himself a chainsaw.

Ben caught the baseball bat that was thrown back at him. Kevin let a large grin on his face as he charged at the zombies that were rambling towards him. Ben wouldn't have had a hard time fighting off his own share of zombies with both the bat and the machete, but Kevin's whoops of joy were distracting. As was the blood spray that followed the chainsaw. Ben absently guarded himself against the zombies as he watched Kevin's merciless slaughter. Blood spattered on the floor and the walls, and all over the older teen. The farthest flying drops even managed to land on Ben, but he hardly took notice of the oddly cold, viscous liquid as it dotted his face. Kevin was just too mesmerizing.

Ben snapped back to reality when a zombie scratched at him and tore a hole in his jeans. He sliced its arms off with the machete and smashed its skull in with the baseball bat. He gathered his wits about him, and then set off running through the path Kevin was clearing. Ben smirked as he took out two zombies at once. Kevin continued slashing with the chainsaw. The pair neared the entrance to the mall, a trail of destruction in their wake. They emerged from the shattered glass, and Kevin obliterated the few zombies that had survived their attack inside as they spilled out the doorway.

Gwen ran up to them, yelling something along the lines of "you're okay!" She hugged Kevin tightly.

"Yeah, we made it. Big whoop." Kevin shrugged her off. He made a face at Ben over her shoulder when she turned to hug her cousin. When they got back to Cooper and the Plumbers' Helpers, Gwen turned to address all of them at once.

"That dark energy's still up in that house. It was really strong in these zombies here."

Ben nodded in agreement. "They were faster and harder to finish off here."

"Whatever's in that house," Gwen pointed, "is going to be even stronger. We have to be careful. Our powers, our weapons, they might not be as effective against something this strong. But we still have to try. This energy is what's causing the corpses to reanimate, and that cube is somehow linked to it. I feel we're going to find out how when we get in that house."

The seven people in the parking lot didn't have any more reason to stay. They got into the truck and the car, and drove out of the lot and up the hill. It was now or never.

-----


	5. Chapter 5: Resident Evil

**Title:** Zombie Swarm**  
Rating:** PG-13//leading up to R**  
Characters:** Gwen, Ben, Cooper, Kevin, Pierce, Manny, Helen**  
Words:** 3,000+ _aka_ really fucking long**  
Summary:** Pierce pulls a Freddy, Cooper's off being a Velma, and Gwen decides to be a Daphne. Helen may be the Scooby to Manny's Shaggy. Ben and Kevin are off being Ben and Kevin.**  
Warnings:** My inner geek comes out to play with this. You'll see it in Cooper. Also, I like cliffhangers. Muahaha.

**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 5: Resident Evil

-----

The driveway wound up the hill, the road lined by scraggly trees shrouded in the fog that swirled all over Ashfield. The fog grew thicker as the hill climbed higher. They reached a wrought-iron gate, but it was hanging off its hinges. The bars were overgrown with ivy and some kind of odd, purple vine. Gwen leaned away from her window as they drove through. The purple vines had the same energy that she felt in the cube. She wasn't sure if the vines were the source of the energy or if they absorbed it from somewhere else.

As the car and the truck continued up the driveway, a house loomed into view. Old, tall, and rickety: just what they had expected. Kevin parked the Challenger in sight of the mansion's front door. Manny stopped the truck next to it. All seven zombie-hunters got out of the vehicles and began prepping for the inevitable battle ahead. Cooper suited up, Pierce swung around some kind of electrically charged staff, Manny double-checked his laser guns' power, and Helen hefted the machete Kevin and Ben had used in the mall. Gwen decided to save her mana as a last resort. The energy concentrated in the house was threatening to overwhelm her again, and she knew she would feel more of it effects if she used her Anodyte powers. She grabbed another shotgun Kevin had brought from the Cave and tucked a few smaller plasma blasters into her pockets. Ben would have kept his baseball bat, but the aluminum was dented too many times to count and it wouldn't last much longer. He took the plasma blaster he had earlier. It had charged up while he stopped using it in the mall. Kevin just took the entire pocket dimension generator. He'd just make it up as he went along.

Manny and Pierce took the lead and climbed up onto the porch first. Helen, Gwen, and Cooper followed them closely. Ben and Kevin hung back to check the yard.

"It looks deserted. There aren't even any lights coming from the windows." Ben pointed at the second floor. "But there _are_ drapes. They could just be really thick."

They continued around the house, looking for anything out of the ordinary.

On the front porch, Manny and Pierce were arguing whether or not to break down the front door. Helen was going to break the door down herself, but Ben and Kevin came back.

"There's nothing in the backyard. Not even a tool shed or an entrance to a cellar or something," Ben said as he readied his plasma blaster. "Everything's gotta be inside."

Manny and Pierce gave up on their argument and kicked the door down. All seven teens crept into the mansion's foyer. It was dark. No lights, no open windows, just the broken front door letting in the faint moonlight that broke through the fog. A faint gray stripe leading from the door illuminated a thin portion of the room, an old Persian rug and a large staircase directly across from the door. The light reflected dimly off a dusty, cobwebbed chandelier.

Pierce took out a flashlight and Cooper lit up a bulb on his robot suit's left arm. The two suddenly bright beams cut through the musty darkness and glanced off of the chandelier and the polished wooden floorboards. Cooper's beam found a light switch by the front door, and Helen cautiously flipped it on. The brass chandelier and several lamps on the walls lit up with a dim orange glow. A series of doors became visible: two on the left, two on the right, and one on the left side of the stairs.

"We're going to have to split up," Pierce said. "There are just enough doors for each of us to go on their own and cover all the paths."

Manny and Helen went left and Cooper and Pierce went right. Kevin took the door on the left of the stairs. Gwen and Ben climbed up the stairs and at the top, Ben turned left and Gwen turned right. Ben leaned over the balustrade to see the rest of the room.

"I know we're splitting up, but we need to keep in contact with each other. If something goes wrong, no one's going to be there to help you. If something's too much for you to handle, _don't go in alone_." Ben looked at everyone as he spoke, making sure each one of them knew what to do. He glared longer at Kevin; he knew the raven-haired teen in particular would do something stupid if given the chance. Once he felt sure everyone knew the plan, Ben turned to his own door.

-----

Manny and Helen's doors opened up into hallways with doors along the walls on both sides. Manny began kicking his doors open, finding closets, bathrooms, and weird storage rooms. Groups of zombies came out of the larger rooms, and he blasted each one's head with his laser guns. Helen opened her doors more quietly, which let her sneak up on the zombies inside the rooms. She zipped in and out, leaving headless corpses behind her. Both Plumbers' Helpers came to a single door at the end of their halls, leading into one large room. They arrived at the same time, and nearly attacked each other before they recognized the familiar brightly colored face. Helen found another light switch by her door, and flicked it on.

Sconces on the walls lit up, revealing some kind of sitting room. Couches were toppled over on their sides and torn to shreds; end tables with broken legs lay haphazardly on the dark carpet. A large fireplace was on the wall on the left, flanked by two large windows. The mantelpiece was topped with a large, cracked mirror. It crookedly reflected the opposite wall, on which there was a large bookshelf. The books were scattered on the floor and the shelves were splintered and falling. Directly opposite the doors Manny and Helen had entered was a wall decorated with two large paintings. One showed a pile of mangled bodies upon bodies, being stepped on by a large, shadowy figure on a horse, wielding a burning sword. The other painting was red, red with blood flowing from a man's body as he was chained to a stone wall and beaten by another shadowy figure, this one brandishing a thorned whip.

Helen drew closer to Manny, disturbed by the images that so horribly dominated the room. In an attempt to avoid looking at the paintings her eyes drifted upwards. She gasped and grabbed Manny's arm. He looked up and cursed loudly.

-----

Pierce's door had led him into the dining room. The right-hand wall was covered in drapes hiding the windows. His flashlight illuminated the table and chairs. He counted thirteen place settings, each with plates, silverware, and napkins. A large brass chandelier similar to the one in the foyer hung over the table, covered in cobwebs and dust. Pierce turned to look at the walls around the room. Shelves of crystal goblets and porcelain plates stood behind wood and glass cabinet doors. He peered under the table, surprised to find nothing. A dark fireplace ominously leered at him from the left-hand wall.

Pierce crept over to the fireplace, readying his staff and his spines. He was certain something was hiding inside the chimney. It was the only place in the room a zombie could hide. Preparing himself for the worst, he inched closer to the fireplace, holding his breath to better hear. There was some kind of scuffling noise coming from the chimney, he was sure of it. As he leaned down in front of the fireplace, in one swift motion he fired up the electricity in the staff and jabbed it up inside the chimney. He was met with no resistance. Pierce looked up the flue. There was nothing there but old charcoal and soot. He exhaled the air he had held in and pulled the staff out of the chimney. He closed his eyes as he turned around to face the room again.

Pierce was caught off guard when he opened his eyes again.

-----

Cooper found himself facing stairs, but these ones led down instead of up. He thanked his luck; he always did feel more comfortable in basements. He lit up his suit's light and descended. The air got colder and damper. A faint dripping sound echoed up the stairwell. At the bottom, Cooper widened the beam's range and found himself in a completely different basement than what he was used to. It was a long, skinny hallway. He turned to the right and followed it a ways, until he found himself at an intersection with another skinny hallway. Cooper looked both ways, and he now cursed his luck. The basement was a maze. A labyrinth. And he had a horrible sense of direction.

Cooper activated his laser and focused it into a thin, intense beam. He went back to the stairwell and marked the wall with an arrow pointing in the direction he was going in. Back at the intersection he marked the wall with another arrow pointing to the right. He followed his own marker and continued doing so until he found himself face-to-face with a different kind of hallway. A zombie-filled one.

Cooper did what he had been doing all day and night. He used his freeze ray to freeze the zombies that came for him and kicked his way through the statues. He used his laser to make sure they would stay dead by frying their heads into ash. Cooper continued fighting zombies and marking his path until the walls of the maze widened out and gave way to a large room. Cooper finished off the zombies and lit up the room with his suit's built-in flashlight. He found it to be empty, devoid of anything, except for the walls. They were painted with a weird loopy, rounded script. It was the same writing on the cube that Ben and Kevin had found. Cooper decided that it was his turn to try and decipher the strange language. He started with one wall and began to look for patterns.

After a long while and some more zombie freezing, Cooper made a breakthrough. And he did not like it. Not one bit.

-----

Kevin found himself in a hallway leading to the back of the house. It was dimly lit with lamps once he found the light switch. A large clump of zombies scurried away from the light and around a corner at the end of the corridor. Kevin pulled out a submachine gun and chased them down. He turned the corner and leveled the spray of bullets at the zombies' heads. Blood spurted in all directions and painted the walls and ceiling. The corpses were still standing as the blood spray cleared, falling to the ground moments later.

Kevin continued on past the bodies and moved down the hall. He came to a set of double doors. Pushing them open, Kevin hefted his gun and prepared himself for more zombies. He was not disappointed. It was some kind of zombie-filled, glass-walled sunroom. Kevin had a vague idea that it was called a 'conservatory,' but he was only going off of what he remembered from playing board games as a kid. Technicalities aside, the zombies tried to surge around him. He blasted their brains out until no more were left standing.

Kevin found nothing else in the room, but he began double-checking for anything suspicious. There _were_ an awful lot of zombies in this one room.

-----

Gwen wandered through the hallways upstairs. She found old dusty bedrooms, moldy bathrooms, and the odd library. She did not come across as many zombies as she had expected. She had only used her shotgun twice in the last half hour. _'All the zombies must be downstairs…'_

Gwen found a door that seemed out of place. It was made of stone instead of wood like the other doors. Gwen pushed on it, trying to figure out how it opened. There were no hinges and no visible handle to push or pull. Gwen stepped back from the door and looked around it. She ran her hands along the stone frame, and found one of the stones felt smoother than the others. She pushed it into the wall. The door slid open slowly, grinding against the floor.

Gwen stepped into the room, using her powers to create a pinkish light. She cringed at the feel of the dark energy. She held her powers back so as to keep herself from being swallowed up by it. The pink light revealed a rectangular room, made entirely of stone. It was so out of place on the second floor of an old mansion, that Gwen thought she had somehow found her way into the basement. The air was stale, as though the single door hadn't been opened in years. Gwen sent her light closer to the floor. She found deep gouges in the stone, regularly spaced out and spanning the entire room. Gwen looked up at the ceiling. It had dark holes regularly spaced out on it. Gwen had a grim feeling that the holes in the ceiling lined up perfectly with the gouges in the floor.

As she turned to look at the walls, her Plumber's badge buzzed in her pocket. Gwen took it out answered the call.

"Gwen, I'm down in the basement." Cooper's voice crackled. "We've got problems."

"What's wrong?" Gwen stopped analyzing the wall.

"I found a room down here, it's got the same purple symbols on the wall as the ones on the cube. Took me a while because I was reading it the wrong direction, but I figured out what it is. It's some old ancient Egyptian cursive called 'hieratic' that was used for religious texts."

"Ancient Egyptian? What's that doing in a house in Ashfield?"

"No idea. But it's weird. Hieratic was usually written with ink. The walls here are carved and painted. The Ancient Egyptians used pictorial hieroglyphs on walls, so this is just _strange_."

"Is there a way you can translate it?" Gwen wanted to know what those walls said.

"Yeah, I'm working on it right now. So far it looks like an inscription similar to something you'd find in the Book of the Dead."

"Isn't the Book of the Dead a series of rituals and spells to send souls to the afterlife?" Gwen tried to remember her middle school history classes.

"It is. This stuff is like that, but it's in the reverse." Cooper's voice strained as he craned his head to look up at some symbols higher up on the wall. "It's a spell to bring the souls in the afterlife back, but it's demonic. The souls aren't fully human anymore; they're warped by the energy needed to bring them into our plane of existence."

"Where does the energy come from? I can feel it, it's been everywhere."

"It comes from the cube. I think you triggered it when you put your mana into it, and the cube's been slowly absorbing the energy around it and transforming it so it could be used by the spell."

"And then it put the energy into the spell written on the walls in the basement and zombies have been sprouting up all over the county." Gwen started to catch on to Cooper's explanation.

"Yeah. But that's not all. The spell finishes by calling up something bigger than the half-souls that have been reanimating the zombies. It needs the cube itself in the house to do it though."

Gwen gasped. "_Ben_ has the cube. Right now."

"Oh, shit."

-----

Ben was poking around the second floor, looking for more zombies. He found a few in a bathroom and zapped them with his plasma blaster. But other than that, nothing was happening. Ben felt disconcerted. Compared to earlier that day, this was too easy. If Gwen had felt all that energy in this house, wouldn't there be _more_ zombies? Ben turned down a long corridor. He jumped when his phone rang.

"Hello? Gwen?"

"Ben, you need to get out of the house." Gwen's voice was scared.

"What? Why? There's nothing happening!" Ben was confused.

"That's exactly it! There's nothing happening because something's _about_ to happen. And if you and that cube are in here, there's no way we can stop it. The cube's been powering all the zombies, and Cooper found some weird ritual set up in the basement that's going to call up some kind of super zombie or something. The cube's going to put all its energy into that spell and you're going to be destroyed with it!" Gwen was frantic now.

"Well, then we just have to find a way to stop that spell from happening!"

"It's too late! The cube's already in the house! I can feel the energy getting stronger as we're talking! Just get the cube out. It's the only thing Cooper and I can think of to weaken the spell!"

"Okay! Fine! I'm going right now!" Ben turned around and headed in the direction he thought the staircase to the foyer was. "What about you and everyone else?"

"I'm about to call Kevin's badge, and Cooper's trying to get a hold of Manny, Helen, and Pierce. I'm leaving right n—"

"Gwen? Gwen? What's wrong?"

"The door. It just closed itself."

"Gwen, get out of there! NOW!"

"I can't!" Through the phone Ben could hear Gwen banging on what sounded like rock. "It's not budging!"

Ben started running towards the other side of the house, where Gwen had gone. He ran faster when she screamed in pain.

"I can't use my powers! The spell's energy is too strong." Gwen was gasping for breath. Her attempt to blast her way out hurt her more than it hurt the door.

"Don't do anything Gwen! Keep banging on the walls! I'm coming to get you!"

"Oh god, _hurry!_ The ceiling just—" The line went dead.

"Gwen? GWEN!" Ben put his phone in his pocket then reached for the Omnitrix. A flash of green light filled the corridor then Big Chill unfurled his wings and flew through the walls.

Racing through the house, Ben strained to hear Gwen. A muffled shout on his right caught his attention and he flew through the walls until he found himself facing a stone door. The wall next to it was making thumping noises. A sudden shriek from the other side of the door kicked Ben into action. He phased through the wall and looked around.

Gwen was pressed up against the wall and was banging on it with the butt of her shotgun. The ceiling was much lower than the ceiling in the hallway and it was moving lower still. Sharp metal spikes protruded from holes in the ceiling. One suddenly shot down into the floor, the force of the impact sending small shards of stone flying. Ben grabbed Gwen, hoped his intangibility would work on her, and flew them out of the room just as a spike shot down where she was sitting. He put her down when they got to the other side of the house.

"Gwen? Are you okay?" Big Chill vanished in a flash of green light and Ben knelt down by his cousin.

"Y-yeah. I think so." Gwen heaved a sigh of relief and leaned against a wall. "What about everyone else? There could be more traps like that."

Ben nodded, and was about to call Kevin, but was interrupted by Gwen's badge.

"Cooper! What's wrong?" She tried to keep her voice steady so the technopath wouldn't hear her fright.

"I can't get a hold of Manny, Helen, or Pierce. Something's up. I'm going to go look for them. Tell Ben to go find Kevin. Where are you?"

"I'm with Ben. We were just about to get out of the house."

"Good. We'll all meet up in the front yard." Cooper's connection closed, and Gwen turned to Ben. "You heard him. Go find Kevin. I'll head out and guard the cube."

She held her hand out, and Ben fished in his pockets for the now sinister device. He hesitated to give it to her, but her glare and the shotgun in her other hand made him relinquish his grip.

"Stay safe. Kevin and I will be out as soon as we can."

-----

**Notes:**

Yup. I have finally determined the cube's language thing as Hieratic Egyptian. All I need now is an official Egyptian name for the thing.

I wouldn't have left you all hanging with the Plumber's Helpers and Kevin, but this was getting too long. It's about a thousand words longer than the last chapter.

And Indiana Jones and the Temple of Doom is an awesome movie. I love it.


	6. Chapter 6: Silent Hill

**Title:** Zombie Swarm**  
Rating:** R**  
Characters:** Ben, Kevin, Gwen, Cooper, Pierce, Manny, Helen**  
Words:** 3,289**  
Summary:** Gwen goes searching for Manny and Helen, and Cooper finds Pierce. Ben tries to find Kevin, but something gets in the way. It appears that the zombies have leveled up.**  
Warnings:** Blood and gore and general AWESOME.

**Zombie Swarm**_  
By Minty Chinchilla_  
Chapter 6: Silent Hill

-----

Gwen watched Ben run down the hallway to look for Kevin. She tightened her grip on the cube that was the source of all their troubles and then hid it in a pocket. She jogged through the hallways to the staircase that led down into the foyer. As she got to the bottom of the stairs, she heard a shout that sounded a lot like Manny coming from her right. She threw open one of the doors and ran down the corpse-filled hallway. She came to a half-open door at the end of the hall and peered through the crack between the door and its frame. She jerked back when she saw Helen's body go flying across her field of view. Helen smashed into an already ruined bookshelf and struggled to get up from the splintered wood.

Gwen opened the door fully and pointed the shotgun in the direction of Helen's attackers. The monsters were definitely no ordinary zombies. Tall and grotesque, they looked like they may have been human once, but now they were skeletons with dried flesh still attached. The skin was sunken in, revealing bones and the empty gaps where organs had once been. Gwen counted four of these monsters, each holding some kind of club.

Gwen jerked back when the cube in her pocket pulsed. The creatures turned away from Manny and focused empty eye sockets on her. They rushed at Gwen.

"The heart! She has the heart!" the closest one screeched. It lunged for Gwen, swinging its club at her head. At the last second, Gwen remembered the shotgun in her hands and pulled the trigger. The creature's head exploded in a spray of dust and blood. Its brain was missing. Gwen drew back in fear. Zombies were supposed to have brains. Destroying the brain was the only way to stop a zombie. If these things did not have their brains anymore, how were they able to move?

Gwen ducked another club to her head and swung her leg out. The kick caught her attacker in the gut and sent it flying back into one of its companions. The two bodies collapsed to the floor and limbs dislocated from their joints. Manny jumped on top of the last creature and wrenched its head from its neck. The body stopped moving when its head was removed. Gwen did not know how, but it seemed that removing the head was going to be the only way to stop these things.

"They're gettin' back up!" Manny shouted to Gwen. Gwen turned around to face the two monsters she had kicked. She readied her shotgun, ready to blast their heads off, but was preempted by a flash of blue and the sound of metal on bone. Helen had finally extracted herself from the ruins of the bookshelf and decapitated the two creatures with the machete. The bodies fell to the ground before the heads landed.

"What the hell are those things?" Gwen asked. She was still shaken from her earlier encounter with the stone walled room. These super-zombies were only making things worse.

"No idea. They were yelling about a 'heart,' though. Why?" Helen looked at Gwen in confusion.

"I think they were talking about the cube. It did something, like it moved on it's own, and then they noticed I was here. Like it's connected to their minds. Cooper said the cube is the source of the energy that's reanimating the zombies. It's probably the source of the energy that created these things." Gwen kicked a loose head that was lying on the ground. "We need to get it out of here. Cooper said the cube was linked to a demonic spell he found in the basement. The spell will be weakened if we can get out of the house."

Manny and Helen nodded and followed Gwen out of the destroyed sitting room.

-----

Cooper retraced his path through the labyrinth on foot with the aid of his scorched arrows on the walls. His robot suit had run low on power so he dismantled it and made a large laser gun. He did not come across any more zombies in the basement. _'This isn't right. Where'd they all go?'_ He climbed the stairs to the foyer and stuck his head out, looking for the zombies he assumed were there. Nothing. Cooper walked out into the middle of the room and looked around, listening for anything out of place.

A loud crash came from the left. Cooper went through the door, vaguely remembering that it was the door Pierce had gone through earlier. He found himself in what used to be a dining room. The table was splintered in half and chairs were thrown about the room. Plates and napkins lay on the ground, and shattered glasses littered the baseboard, as though they were thrown at the wall. Scorch marks were streaked along the walls and floor; Cooper assumed Pierce's electric staff made them. Long gashes followed and crossed the scorches; Cooper had no idea what made them. A door on the opposite wall spilled a dim orange light into the still dark dining room. Cooper made his way through the wreckage and stood with his back to the wall next to the doorframe.

Another loud crash met his ears, and he made himself look around the edge of the frame. In the kitchen, Pierce was fighting a large creature, its body a grotesque imitation of the human form. The bones in the creature's arms and legs were near protruding through its shriveled skin, but it moved with a faster speed and attacked with a stronger strength that exceeded what Cooper would have assumed. Pierce was fending off its sword with his staff, but the metal of the staff was not strong enough to do any damage to the blade. A sweeping strike on the creature's part broke the staff in two. Pierce dodged to avoid losing his head and dove across the floor. He sprang up by the stove and reached for something Cooper could not see on the other side of a large set of cabinets.

"Take this, you bastard!" Pierce yelled as he lit the propane torch. The flame burned blue and he ran at the monster. Pierce ran the torch across the creature's leg, setting what used to be some kind of garment on fire. The now flaming monster gave an unearthly shriek as it tried to put the fire out. Pierce smirked and lunged at it again, this time setting its chest on fire.

By now, the monster was a plume of orange flame and smoke, still screaming and thrashing about the kitchen. It smashed into the wall and fell to the ground, the flames consuming its body. Pierce shut off the torch with a triumphant grin. He looked up and saw Cooper in the doorway.

"Dude. Why didn't you help me?"

"You seemed to have had it under control…?" Cooper smiled weakly in embarrassment and slight shame that he just stood there while Pierce was fighting.

"Just joshing you, kid." Pierce walked out of the kitchen, mussing up Cooper's hair as he went past the short boy. "How's everyone else doing?"

"I'm not totally sure. I know Gwen was with Ben upstairs earlier, but now she's taking the cube out of the house while Ben is going looking for Kevin. I can't get a hold of Manny or Helen." Cooper's face showed his worry over his friends, but in the dark dining room, Pierce could only hear it in his voice.

"Let's go find them then."

For once that night, luck seemed to be on their side. As Cooper and Pierce reentered the foyer, Gwen, Helen, and Manny emerged from a door on the opposite side of the room. The five of them were glad to see their friends were all right, but they still did not know where Ben and Kevin were, or how they were faring against the house's fiends. Gwen rushed everyone out.

"The sooner we get the cube out of the house, the safer everyone, including Ben and Kevin, will be."

-----

Ben turned a corner and found yet another hallway. He was starting to lose track of where he was in the house, and he had no idea where Kevin would be. Ben paused to try and figure out where he was, but none of the rooms he looked into were familiar. _'At least I know I'm not going in circles.'_ There was one more room at the end of the hallway. Ben opened the door and peered inside. It looked empty, but it was too dark to tell. The drapes were drawn over the windows and the only light was what spilled in from the hallway. Ben pushed the door open further and ran his right hand along the wall in search of a light switch.

That was _not_ a light switch.

Jagged, leathery ridges met Ben's fingertips. He followed the trenches made by the ridges upward, grazing over grimy-feeling cloth. As his hand went higher still, the surface curved away from him. Ben thought it felt like a thin bony shoulder. He jerked his hand away when the thing moved. He stepped back and fumbled along the wall on the other side of the door, hoping the light switch was on this side. The thing moved more and shuffled after Ben. It came into the light from the hallway, and Ben stumbled back even farther. The leathery ridges were its skin, and the grimy cloth was some kind of wrapping. Ben was suddenly reminded of a trip to a museum his parents had taken him on when he was younger. Except _this_ mummy wasn't lying in a glass case. It was standing up and walking towards him.

"Oh shit," Ben mumbled. The mummy had come fully into the light and it was holding a very deadly looking curved sword. Ben reached for his plasma blaster, but thought better of it. This mummy looked stronger than the zombies he had been fighting all day. The Omnitrix caught the light from the hallway, reflecting into Ben's eyes. He activated it and slammed his right hand down on the face, not really caring which alien he got.

"Echo Echo!" the tiny white alien shouted. He looked down at himself. "Aww man, how's _this_ supposed to work?"

The one alien cloned himself into five aliens. They all ran away from the mummy and spread out through the room. It had blocked the door, so Ben couldn't get out to find help. The quintet of Sonorosians all inhaled and let out a wailing blast of sound at the monster. It stepped back, but held its ground.

"We're gonna need more than that!" Ben created more clones and the larger mob of Sonorosians created an even larger wall of sound. The mummy's left arm was torn from the socket by the attack, but the rest of it continued to fight the invisible barrier. When the Sonorosians' wail stopped, the little aliens decided on a different tactic. They surged over to the mummy and tried to overwhelm it into succumbing. In the fray, the mummy's sword made contact with one of the clones. All of the Sonorosians gasped as their legs were slashed. Ben had forgotten that if one were to get hurt, they would all sport the same injury. The mummy threw most of the aliens off and attempted to swipe at the ones who still hung on. Ben tried to keep the fight going, but time was running out. The Omnitrix was low on energy after he used Big Chill to save Gwen, and he knew he could not keep pushing it. He'd end up fainting and then there would be no way to stop the mummy from attacking. He pulled all the clones to himself.

The Omnitrix timed out. A flash of light and Ben was human again. He dodged a swipe from the mummy but lost his balance and sprawled out on his back. Panic was setting in and he could not control his limbs properly to get back up. Ben scuttled backwards, trying to avoid the slashing blade. His right leg throbbed where the blade had cut him earlier, the pain stronger now that it was concentrated in one body. The mummy advanced on him, and Ben threw his head back to avoid the sword yet again, but this time the point nicked his left cheek.

Ben was getting slower, but the mummy was not slowing down. It would only be a matter of time before the blade did more damage. Ben only had the plasma blaster left. He pulled it out and took aim, but the mummy dodged the blasts. It was faster than the zombies in Bellwood had been, even faster than the zombies at the mall. Ben kept scuttling backwards and shooting, but the monster kept ducking and swiping at him. Ben was backed up against a wall. He had nowhere else to go. The mummy leaned back to correct its balance. The lack of a left arm hindered it somewhat, just not enough. Ben tried shooting it one more time, but it still managed to dodge the purple blast.

Ben's vision cut out when the light from the hallway was blocked. Something or someone was in the doorway, but in the darkness Ben could not tell if it was friend or foe. The shadow fully entered the room, and lunged at the mummy, a flash of light reflecting from some kind of weapon as the shadow pulled it out.

"Dodge this." Kevin was holding a .45 caliber point blank to the monster's head. Blood splattered everywhere. Ben was still pressed up against the wall, breathing heavily from exertion from fighting the thing. Kevin looked down at the younger boy.

"You fucking owe me." He reached out a hand and Ben accepted the help up from the floor.

-----

_Meanwhile_

Gwen and Cooper were pouring over the cube, Cooper trying to build some kind of translation device from leftover pieces of his now dismantled robot suit. He had a very limited knowledge of Hieratic Egyptian, and Gwen only had what she remembered from history classes and books she read when she was younger. But it was more than Manny, Pierce, and Helen had.

The three Plumbers' Helpers were scoping out the house. There were no open windows, no side doors, no cellar entrances, not even a shed in the backyard. When they came back to the front of the large house, Pierce climbed up onto the porch.

"Wasn't the front door open?" he asked, as he got closer to the entrance.

"What? Dude, I totally kicked it open!" Manny felt indignant that someone had fixed his hard-earned destruction. Pierce pushed at the door, and then tried the handle. The latch did not move, and the wood held fast.

"It's like someone locked it behind us," Helen said as she zipped up behind Pierce and tried her hand at the unyielding door. She pushed, pulled, twisted, and even kicked the door, but nothing came of it. Her face grew worried. "What if Ben and Kevin can't get out? There're no other entrances."

"Smash a window!"

"You're not helping, Manny."

The Plumbers' Helpers got off the porch and back to the yard where Gwen and Cooper were still trying to decipher the script on the cube.

"Any progress?" asked Pierce.

"Not really," replied Gwen. "We can tell that it's referring to some kind of spell; Cooper found similar patterns in the basement. We're just not sure what exactly this cube is beyond a power source."

Gwen was about to continue but was cut off by a loud wailing from the upper levels of the house.

"Holy shit. What the fuck was that?" Manny covered his ears with two of his four arms.

"It was Echo Echo! Ben's using the Omnitrix!" Gwen bounced up and down nervously.

"Well, isn't that a good thing?"

"Sure, he's more effective as an alien, but it only lasts for a short period of time. If he uses up too much of the Omnitrix's bioenergy, he could pass out again like in Los Soledad!"

Another wail rattled windowpanes and forced the rest of them to cover their ears.

"I suppose the good thing about all the noise Ben's making is that it'll attract Kevin's attention. " Cooper pointed out. He jumped when a loud gunshot rang through the air.

"Ben didn't have a gun like that, did he?" asked Pierce.

"No, he only has the Omnitrix and a plasma blaster." Gwen recalled Ben running down the hallway searching for Kevin. "But Kevin might."

As far as they could tell, this meant Kevin and Ben could very well be fighting the same enemy inside the house. But there were no more alien wails and no more gunshots. Did they defeat whatever they were fighting? Did they lose? Were they coming out of the house soon? Could they even get out of the house? Nothing was clear. The five teens outside could not tell which part of the house Ben and Kevin were in, other than it being upstairs. All they could do was wait.

Problem was, they waited long enough to hear a scream. A long, human scream.

"_BEN!_" Gwen cried out for her cousin, unsure if he could hear her, unsure if that scream was his last.

-----

The truly dead mummy was lying on the floor, and they remembered that they were still in the midst of an undead invasion. Ben and Kevin retrieved their dropped weapons. They left the room and ran down the hall towards the main foyer.

Just as Ben and Kevin reached the top of the stairs leading down into the foyer, they skidded to a halt. At the bottom of the stairs was a large mob of zombies. The undead creatures did not notice the two fresh brains at the top of the stairs and continued their march down into the basement. Ben and Kevin crouched down behind the balustrade and peered around the banister. At the door leading to the descending stairs, a shriveled creature similar to the mummy stood guard, almost guiding the zombies through the door. But instead of gauze wrappings, it was wearing some kind of bronze shoulder plate and wielded a club instead of a blade.

"How are we gonna get out without it seeing us?" whispered Kevin.

"No idea," replied Ben. "And we're going to have to cross all those zombies to get to the door too."

"Fight our way through?"

"Looks like we have no choice." Ben gave Kevin's hand a squeeze, then he stood up and they vaulted over the balustrade and into the sea of zombies below.

-----

**Notes:**  
- Have you seen "The Mummy?" You know Imhotep's minions Jonathan gained control of by reading from the Book of Amun-Ra? Yeah. Those things.  
- Chapter 7 will be amazing. Well, I love it.

Sorry about the double emails if you have this on alert. I screwed up.

I like feedback. It helps me get better so I can write more stuff for you.


	7. Chapter 7: Left 4 Dead

**Title:** Zombie Swarm**  
Rating: **PG-13  
**Characters:** Ben, Kevin, Gwen, Cooper, Pierce, Manny, Helen, Max, Alan  
**Words:** 3,270  
**Summary:** Things are heating up inside the house, but there may just be hope outside.**  
Disclaimer:** Ben 10: Alien Force and Alien Swarm © Cartoon Network and created by Man of Action. I'm just stealing the characters temporarily and sticking them in the midst of a zombie uprising.  
**Warnings:** Some swear words, some violence, some gore. The usual, I guess.

_**Zombie Swarm**  
By Minty Chinchilla_  
Chapter 7: Left 4 Dead

-----

Ben and Kevin landed on top of several zombies, guns blazing. The undead horde surged around them, but was met with a spray of bullets from the automatic machine gun Kevin seemingly pulled out of thin air. Kevin continued shooting, moving forward into the space he cleared out. Ben kept close behind, back-to-back with the taller teen. He wielded two plasma blasters and zapped zombies to keep the path to the door clear. Blood splattered in front, bones fried to a crisp in back. They slowly made their way across the foyer to the middle of the room.

"Where'd all these zombies come from?" Ben asked. "There were hardly any upstairs!"

"There's been more downstairs," Kevin replied as he swept the gun in an arc in front of him. "They could have been hiding in parts of the house we just didn't get to."

"Dammit! There's too many!" Ben's frustration was well founded by the increasing number of undead that took the place of the ones he shot down. "We're not getting to the door fast enough!"

"Dude! I know that! I'm in front!"

Ben and Kevin's mid-battle banter was cut short by a screeching war cry from the guard by the basement door. It leaped up into the air and landed in front of Kevin. Five more came out of other doors and encircled the two boys. Mummy monsters surrounded them with clubs and swords.

"They don't look too happy, Kev."

"Fucking hell. Why is it always us?"

-----

Gwen was still shaken by Ben's muffled scream from earlier, but there was nothing she could do. She just continued to try and decipher the writing on the cube that had started all this trouble.

"I can't believe this. The stupid door won't budge!" Pierce was pulling and pushing at the front door to the house to no avail. He paused to breathe, but his breath caught when a loud _rat-a-tat-tat _reached his ears. The others heard it too, and they all scrambled to join Pierce on the porch.

"The zombies don't have guns! Maybe it's Ben and Kevin!" Cooper exclaimed. The small clump of people crowded closer to the door when they heard shouts from inside.

"_We're not getting to the door fast enough!"_

"_Dude! I know that! I'm in front!"_

Gwen was about to shout to her cousin and friend, but a loud a screeching cry interrupted her. Several more screeches followed. More rapid gunfire, the distinct zapping sound of a plasma blaster, and what sounded like metal swiping through air accompanied more screeches and unintelligible yells. Manny and Pierce continued to pound at the door, but it still wouldn't let them through. Gwen let a little of her powers out to try and get a glimpse of what was inside.

"The door's sealed shut with that dark energy. There's more inside." Her eyes glowed pink and she concentrated harder to push the dark energy away from her mind. "There's five, maybe six? large things fighting Ben and Kevin, but I think they're okay for now."

She sharply pulled back as the dark energy surged up from below and sent a jolt of energy through the cube that was still in her pocket. Helen and Cooper helped her back to where the car and van were parked in the yard. They took the cube from Gwen in hopes it would relieve her pain a little, but she still sat on the ground clutching her head. They were running out of ideas to help her when a bright light shone though the dilapidated gate from the driveway.

The Rustbucket III came to a halt next to Manny's van. Alan popped out of the door and ran over to Helen, Cooper, and Gwen.

"Hey Gwen? Are you okay?"

"She's not doing so hot," replied Helen. "Can you go help Manny and Pierce break down the door?"

"Got it!" Alan switched into his Pyronite form and ran up to the front porch, fists blazing. Max ran to help his granddaughter.

"How long has she been like this?"

"She hasn't been able to use her powers since we got here, but she wasn't in pain like this until a few minutes ago!" Cooper's desperate tone and Helen's frightened look told Max enough. Their focus on Gwen was pulled back to the cube; it flashed brightly from its spot on the ground by Cooper's feet. Max kicked the cube as far as possible from them, and just in time. The cube's flashing increased until it shone with a steady, bright purple light. Now, even Helen could feel the energy surging through the ground to the house.

"Oh no… the spell's starting…" Cooper's voice trembled with fear of the unknown foe that was bound to come.

-----

Kevin and Ben were outnumbered, and soon to be outgunned. No matter how many shots they took, the mummies would just keep coming. They seemed to feel no pain, and injuries did not even slow them down. The boys' weapons were designed for farther range, and the mummies fought up close. Kevin had used all the bullets for the machine gun and was now wielding a broad sword in hopes of evening the odds. He sliced through one mummy's arm, detaching it from its shoulder. Ben fired with both plasma blasters but they soon ran out of energy.

"Shit! Kevin, I'm out of juice!"

"Just stay close to me for now! I've got to get an opening fir—rrargh!" Kevin's plan was cut short as he struggled to fend off two mummies at once. Ben continued to fight, attempting to just punch and kick his way out of the circle. He was viciously outmatched, and the Omnitrix was still timed out.

Kicking the gut of the monster to his left, Ben failed to notice the sword swinging at him from the right. By the time he saw the glint of light off the blade, it was moving much too fast to dodge. Ben closed his eyes and raised his arms out of instinct, bracing himself for the slashing cut. Instead his whole body was tackled to the ground and he landed with a loud _'oof!'_ as the wind was knocked out of him.

When Ben opened his eyes he was looking up at Kevin.

"I gotcha, Benji." His signature smirk on his face, Kevin's eyes still let out a bit of the fear through.

"Yeah, but who's got you?" Ben wrapped one arm around Kevin's neck to hoist himself up. He peered over Kevin's shoulder at the mummy that had just swiped at Ben seconds before. The sword was on Kevin's back, but his back was covered in metal.

"You absorbed the sword on impact?"

"Yeah. Never done it before. Hope I never have to do it again."

The mummy lifted its weapon up, and what could be considered a confused look crossed its dried out face. The other five mummies decided they didn't care whether or not the sword had cut Kevin, and just lunged at the two boys. Being on the floor and tangled up, there was little Ben and Kevin could do to defend themselves.

They were hoisted up and dragged across the now zombie-free room and through the door to the basement. Soon the six mummies that had captured Ben and Kevin came up on the horde of zombies that had gone downstairs earlier. The reanimated corpses slowly filed into the main chamber of the basement and down into a hole in the floor. The mummies stationed themselves around the room; four separated to take a corner each, and the other two restrained Ben and Kevin in the doorway.

"What the fuck is going on?" asked Kevin as he struggled to break free of his captor's grasp. The mummy's bony fingers held strong and Kevin stilled when he made no progress. The mummy restraining Ben was holding the smaller boy by his upper arms, and his sneakered feet dangled above the ground. Since his arms were supporting his entire weight, Ben's shoulders were scrunched up to his ears and his face was contorted in pain. Ben looked over at Kevin, and his voice was strained.

"Aww, _man_."

-----

Max searched the Rustbucket for anything that might be able to cut off the energy coming from the cube. All the weapons stashes, all the defense systems, but none of it would work. It was all designed for alien tech, and this cube was something else. He left Helen and Cooper to continue searching through the RV for anything useful and went back out to talk to his granddaughter. Right before opening the door he grabbed a small book he saw wedged in the cushions of the small eating area.

"Gwen, can you tell what's going on?" he asked. He eyed the cube warily as it continued to shine from its place in the dead grass.

"Not really," replied Gwen. She gestured toward the house. "I can tell that there are a few points where the energy is concentrated and that it's getting stronger in the basement, but I have no idea what's going to happen. And Ben and Kevin are hard to find too."

"What about the energy itself? Is it possible to stop it?"

"I haven't really tried. It keeps threatening to overtake me when I try to use my own powers to manipulate mana."

"What about magic?" Max pulled out the book he had found left on the Rustbucket. Gwen's eyes widened with understanding and she took her old spell book from him. She flipped through its old familiar pages.

"I haven't used this in so long because I always thought manipulating life energy directly was more efficient. But spells work _differently_. I don't have to focus on the energy itself, but on the outcome I want to happen. And since what's happening in there is a _spell_…"

She continued searching through the book, hoping to find something that would stop the cube from accelerating the spell in the house. She went past elementals, past materialization, past teleportation, letting the old knowledge rekindle her powers. Near the back, she found something promising.

_**Verbannen und Zerstören**_

_Origin:__Olga von Helmig, Berlin, Germany, 1675 A.D._

_A subform of shielding combined with offensive abilities, this spell creates a highly focused point of magic that expands outward at a rapid pace. The expansion pushes back anything in its path, often resulting in fixed objects such as trees or buildings being stripped bare and/or exploding, depending on the object's components. This spell is highly useful in situations involving the need to create a path of escape while inflicting high-impact damage._

_Verbannen und Zerstören requires extensive knowledge of the runes used to focus the magic, as well as intensive meditative training to mentally prepare the caster for the power surge that accompanies the proper completion of the spell._

"Well, it's been a while," said Gwen. "I'm going to have to review my runes, and it looks like the spell requires way more meditation abilities than I have. But there's nothing else we can do. I'm going to have to try."

Max nodded and helped Gwen back into the Rustbucket. There really was nothing they could do until they got Ben and Kevin back.

-----

The doorway in which Ben and Kevin were being held hostage was the only way out of the room. The two mummies holding them were stronger than they looked, and Ben was starting to lose feeling in his arms. If only they could break free of these two monsters, they could get out… In the corner of his eye, Ben was suddenly drawn to a sudden change in color.

"Hey Kev," whispered Ben.

"What? Unless you just found a way out of this mess—"

"The Omnitrix. It's back online."

"Huh. Look at that. Why aren't you an alien then?"

"Does it _look_ like I can reach it?" Ben tried to move his arms, but he only succeeded in flapping his hands a little. "You're gonna have to do it. It's right by your hand!"

"_What?_" Kevin furiously muttered. "You know what happened last time I touched that thing!"

"You were _trying_ to absorb it last time! And it was five years ago!" Ben's hands flapped more in irritation. "All you have to do is pop the interface up and down!"

"That better be all I have to do!" Kevin maneuvered his right hand so he could fiddle with the watch on Ben's wrist. Lucky for them, the mummies were more focused on the ritual they were conducting in the center of the room. Kevin slowly wrapped his fingers around the Omnitrix. He braced himself, expecting that old energy feedback from years ago, and tweaked the watch so the panel was in position to select a transformation. Ben glanced down at the hologram projecting Echo Echo.

"I don't think he's going to be very useful down here. Try for Humongousaur."

"I'm tryin', I'm tryin'. It's freaking me out!" Kevin found the right hologram and activated the transformation. A flash of green light filled the room, followed by a large orange dinosaur.

"HUMONGOUSAUR!!!!!" The mummy that was holding Ben hostage was smashed by the heavy alien's weight, and his spiked tail swung around to swipe the head off the mummy that was restraining Kevin. "RAAAAWR!!!"

"Damn, Ben! Take my head along with his!" Kevin absorbed the stone wall and jumped into action, yanking an arm off the mummy that came at him from the left. After beating said mummy with its own arm, Kevin punched his fist through its chest and wrenched his arm back out. Bones and shriveled muscle tumbled out of the gaping hole as the finally dead body collapsed to the floor. Another mummy rushed at Kevin, its sword gleaming in the purple light of the still activated spell on the wall. Kevin crouched down and readied himself for the jarring force the sword would impart on his stone body.

One of the mummies Humongousaur was fighting gave a shout. The zombies that had disappeared down the hole in the floor started to come back up. The glowing spell on the walls apparently needed the zombies in that hole to work because the purple light dimmed and in seconds the room was plunged in darkness. Kevin could hear Humongousaur's loud grunts and roars, but he couldn't see his own opponents.

"Ben! We need to get outta here!" Kevin blindly lashed out with his arm and hit something hard. "There's no way we'll be able to get them all on our own!"

"I got a plan Kev!" Humoungousaur's deep voice was louder now, and Kevin nearly flipped out when a large reptilian hand grabbed him. "Hang on!"

The ceiling and walls came crashing down as Humongousaur's height went up. The now giant dinosaur crashed through the stone and burst up through the ground with a loud yell. He jumped up and crashed back down on the dead grass of the lawn. Zombies slowly crawled their way up out of the hole and tried to attack the orange alien.

A hundred feet away from Humongousaur, Alan, Pierce, and Manny were just about giving up on the front door. They all jumped out of their skin when the ground erupted grumpy dinosaur, but they just as quickly geared up to fight the zombies that followed their friend.

"Helen!! Get your blue speedy ass out here!" shouted Manny. Helen poked her head out the door of the Rustbucket, saw the zombies massing around Humongousaur, and grabbed a laser gun. She zipped out to join the battle. Cooper followed her as quickly as he could, using his powers to reform his battle suit from whatever weapons were left in the RV. A couple missiles wouldn't hurt, he was sure.

"Gwen," Max turned to his granddaughter. "Keep on that spell. We're still going to need it."

"I'm almost ready, Grandpa." She returned to the small book and the runes she had written out, intent on memorizing the patterns that would hopefully stop the zombies once and for all.

Back outside, Humongousaur was still stomping around, smashing zombies under his feet. Kevin, unfortunately, was making no such progress. He was still being held by the giant dinosaur, and with the stomping and the flailing, Kevin was feeling a little tossed about. Not that anyone noticed.

"Ben! Where's Kevin?" Max called up to the hero. "He's not down here!"

"What do you mean? He was with me—"

"I'm right here, you idiot! Quit waving me around!" Kevin shouted as Ben turned around to look for him. When Ben finally located Kevin, he was going to put him down on the ground. But the Omnitrix decided to time out instead. The dreaded beeping issued from the badge on his chest, and the transformation reversed. The two teens fell to the ground, their friends unsure how to stop their fall. Ben had maintained his grip on Kevin; Kevin readjusted their positions as they fell so his stone-covered body landed first. A crushing thud later, and they were back on the ground; Ben sprawled on top of Kevin in the small crater their impact had created.

"Holy fuck, are you okay?" asked Ben. He didn't get an answer; zombies were already trying to get at them. Kevin nodded at Ben then made to get up. Ben couldn't use the Omnitrix anymore, but he did manage to gank a gun off of Cooper.

The team was making progress on the zombies, but there was still the matter of the spell in the basement of the house. Most of it was destroyed when Ben busted the walls and ceiling down, but the cube was still sitting ominously on the lawn. It had not stopped glowing, and it was getting brighter. As the cube's light grew stronger, so did the zombies. Max managed to break away from the mass of reanimated corpses.

"We're going to need that spell," Max shouted at Gwen. She poked her head out the window to better hear him. "We can't destroy the zombies as long as the cube is feeding them energy!"

"I'm working on it! It's complicated!"

"Well, you're going to need to try. We just don't have time!" Max turned around and blasted a zombie in the head with his plasma blaster. Gwen watched her friends being overwhelmed by the zombies, Ben and Kevin fighting off the two remaining mummies. It was obvious they would not win without something more powerful on their side. Helen was moving so fast she was a blue blur, but she couldn't reach all of the zombies no matter how much she ran. Cooper and Alan were blasting whatever they could, but there was only so much they could do. Manny was yelling about keeping his brains in his skull while Pierce tried to hold the zombies off by shooting his spines at them. Gwen turned back to the runes she had laid out. She hoped she knew them well enough, then climbed out of the RV and strode across the lawn to the cube.

She could feel its energy pushing at her mental barriers, trying to break her down. Gwen pulled into herself to protect her mind, bringing up her memories of the runes and the spell. Holding her hands in front of her face, Gwen began drawing the runes through the air, a golden light trailing her fingers as the magic built up.

The golden symbols surrounded her for a moment, then swirled around and into her right hand. Gwen's eyes flew open as she slammed her hand into the cube.

-----

**Notes:**  
- Oh man. This just got epic at the end there. I love it.  
- Yes. I had to type out the RAAAAWR!!!  
- I like violence and gore.  
- Rule Number 1 in a fight: NEVER FALL DOWN. You will lose. Instantly. Just like Ben & Kevin up there.  
- Rule Number 2 in a fight: NEVER BRING A KNIFE TO A GUN FIGHT. You will lose. Instantly. Unless you're a mummy running on supernatural energy. Then it doesn't matter what you've got.  
- "Verbannen und Zerstören" is German for banish and destroy. Thanks Pan.  
- I don't like how I used the word _interface_ up there. It's got the right meaning: The point of interaction or communication between a computer and any other entity, such as a printer or human operator. I just. Gah. Ben wouldn't use it! But there's no other word to describe that little round thing that pops up for Ben to slam down on! D:


	8. Chapter 8: Dead or Alive

**Title:** Zombie Swarm**  
Rating:** PG-13**  
Characters:** Gwen, Ben, Kevin, Max, Alan, Cooper, Pierce, Helen, Manny**  
Words:** 1,601**  
Summary:** The end is nigh. Now if only they could find Ben & Kevin.**  
Disclaimer:** Ben 10: Alien Force and Alien Swarm © Cartoon Network and created by Man of Action. I'm just stealing the characters temporarily and sticking them in the midst of a zombie uprising.**  
Warnings:** Gwen swears. No, really. And there is also slash. **THERE IS SLASH IN THIS CHAPTER**. If that doesn't float your boat, you better hop off this ship now.

_**Zombie Swarm**  
By Minty Chinchilla_  
Chapter 8: Dead or Alive

-----

_She could feel its energy pushing at her mental barriers, trying to break her down. Gwen pulled into herself to protect her mind, bringing up her memories of the runes and the spell. Holding her hands in front of her face, Gwen began drawing the runes through the air, a golden light trailing her fingers as the magic built up._

_The golden symbols surrounded her for a moment, then swirled around and into her right hand. Gwen's eyes flew open as she slammed her hand into the cube._

Gwen shaped the spell around the cube, fighting with the dark energy that was trying to stop her. She pushed the magic into the cube, but it pushed the spell back out.

"Oh, no you don't!" Gwen brought her left hand to join her right and force the magic into the cube. The gold light vanished. Gwen backed away from the cube, warily watching it for any reaction to her spell.

"Uh… Gwen?" asked Ben as he continued to shoot superheated plasma at a mummy. "Shouldn't something have happened by now?"

"It better work. It's the only thing I got!" Gwen was getting desperate, and the others were still fighting the zombies. The undead were overtaking the heroes. Alan shot fireball after fireball after fireball, but the flaming zombies still tried to attack. Cooper's robot suit stomped around shooting lasers and missiles at the mass of corpses. Sizzling plasma fried one mummy, but the other mummies and zombies filled the space as it fell. Ben's constant shooting of the plasma blaster drained its power source. He ducked a few swipes of a mummy's sword and ran over to Kevin. He pulled a baseball bat out of the pocket dimension generator Kevin had slung over his back. Swinging the bat around to knock off a zombie's head, Ben continued his onslaught of angular momentum upon the undead.

As much damage as the team was doing, the zombies were everywhere. Gwen was about to run into the fray kicking brains out of skulls when the spell finally triggered. The cube shuddered a last glint of purple and the zombies started convulsing. Gwen recalled the spell's destructive purposes and realized that her friends were in danger of being blown to smithereens.

"Everybody, run! It's working, the spell's working, RUN GODDAMNIT!" Gwen's eyes flared pink and she shot streams of mana into the mob, pushing away at the dark energy that still swirled through the air so she could pull out Cooper and Max. Helen grabbed Pierce and zipped out of the mob, her brother in tow, and Manny jumped out after them. Alan was already aloft and flew away as quickly as he possibly could. The spell fully coalesced in the cube and all stood still for a split second.

A bubble of gold and pink magic shot out of the center point of Gwen's spell and expanded rapidly. It destroyed the cube and battered the zombies. The house was stripped of its outer layers, fiery explosions following the magic as it blasted through electrical wires and gas lines. Gwen put up a mana shield to prevent the magic from destroying herself, her friends, and their only means of transportation.

When the shockwave passed, Gwen dropped the shield, thankful the dark energy was nearly gone, merely wisping through the air as it searched for stability. The zombies were in cold, dead, unmoving bits and pieces all over the lawn. The house was nothing but a collapsing and burning framework. Gwen turned to her grandfather and returned his hug.

"You did it, pumpkin." Max smiled down at her and then turned to make sure the rest of the so-called "Max Force" was doing. He counted everyone that was behind Gwen's shield. Then he counted again. "Where are Ben and Kevin?"

Everyone looked around, and Ben and Kevin were nowhere to be seen. Had they not made it to safety before the spell blew everything up? Gwen ran back to where she had last seen them, and begin overturning chunks of rubble and toppled trees with her mana. The others soon followed, and shouts of _"Ben!"_ and _"Kevin!"_ and _"Where did you dumbnuts go?"_ filled the air. There was no sign of either hero, and the minutes ticked by. The sheer radius of the destruction was too great for them to search through in one night.

Gwen scanned the area around what was left of the hole Humongousaur had jumped out of less than an hour before. She found a broken sword that looked like one the mummies were using, and as she bent to pick it up, a chunk of rubble to her right shifted. A little glow of blue light peeked out through a crack under the concrete as it was pushed up from below. Gwen almost wanted to shriek and run away, but she steeled herself for the worst and stretched out a snake of mana to scoot the rubble all the way off of the hole it was covering. After dumping it on the side, Gwen could feel that the blue light was a bubble of blue mana, complete with an Anodyte signature. The blue mana wavered, then blinked out.

"Nnnrrrrgh," an oddly familiar sounding grumble of pain issued from the hole. "What the heck just _happened?_"

"You just pulled a Gwen with one of them bubble… shield… things." Well, it sounded like Kevin was all right. "I think you were exposed to too much of that zombie energy stuff in the cube. You mutated or something."

"Are you _serious?_ But I don't wanna be an energy being!" Ben was panicky. "I've already got my own set of superpowers and now Gwen'll just lord it over me that she's better at using them—"

"Ben, shut up." Right as Gwen poked her head over the edge of the hole, Kevin shut Ben up. With his mouth.

"Are you fucking kidding me?" Gwen couldn't hold her tongue as she watched theirs sloppily fumble around. Ben and Kevin jumped upon hearing her voice. What a way for Gwen to find out they were hiding a relationship from her.

"Um… hi Gwen," Ben squeaked out. As nervous as he was about her killing him in a pink rage, he instinctively tightened his grip on Kevin's collar. Kevin just glared at Gwen, silently daring her to throw a bitch fit.

"For the last hour, we've been searching through debris for you two, and this whole time you've been making out in a hole?!" Saying Gwen was angry would be an understatement.

"Hey! We've only been at it for a few minutes!" Kevin felt the need to defend their position, which apparently involved his hands in the butt pockets of Ben's jeans. "He went all energy being when the whole place blew up!"

"I noticed when I found you guys. You know this means I'm going to have to train you to use mana now, right?" Gwen stared down into the hole at her cousin. He nodded in resignation. "Good. Now how long have you guys been together?"

"What makes you think we're together? This could just have been a spur of the moment… thing." Kevin was still feeling defensive.

"Because if it was 'spur of the moment,' you wouldn't still be hanging on to each other like monkeys." Gwen pointed at their tangled limbs. They took in the situation: Ben's arm wrapped around Kevin's neck, Kevin's hands on Ben's rear end…

"You know, I think she has a point, Kev." Ben conceded Gwen's argument. Kevin grumbled in response and pulled Ben closer.

"So how long?" Gwen stood up from where she was crouched at the end of the hole and put a hand on her hip.

"AyearnextTuesday," mumbled Kevin. Ben's face twitched; he was probably unaware of the "next Tuesday" part until now.

"A _year?_ How'd you keep it a secret for so long? _Why_ would you keep it a secret from me for so long?"

"We didn't want to risk you blowing us up. It was good incentive to keep things quiet," Ben answered. "You're not gonna blow us up, right?"

"I guess not," Gwen rolled her eyes as she spoke. "But I'm going to be keeping a closer eye on you guys. If either of you gets hurt, you'll be answering to me."

At that, Gwen used her mana to hoist the boys out of the hole and dragged them across the wreckage of the house and zombies back to the others. A couple cheers and some man hugs later, Max reminded everyone to check themselves for injuries, since he was going to go back to the Plumber's Hospital to see how the survivors from the mall were doing.

Besides a few broken bones on Pierce and Ben's bruised and nearly dislocated shoulder, it was all good. No bites, no incessant hunger for anything outside of ordinary food, and no dead people other than the zombies. Everyone looked around. There were bits and pieces of dead zombie corpse everywhere. Cooper kicked at a limp hand. It flopped over and landed on Manny's foot. The tetramand jumped and wiggled it off.

"We should do something about all the bodies, shouldn't we?" Helen asked.

"I think the outbreak was significant enough that law enforcement will come in and take care of it," replied Max. "I'm exhausted. You kids should be getting home and resting."

"Right. Yee-yuck! I need a shower." Ben picked at bits of dried zombie guts on his pants.

"I'll help you save water," said Kevin. He chucked his pocket dimension generator into the backseat of his Challenger and drove himself and Ben out through the gate and back to Bellwood.

"How's he gonna help Ben save water?" asked Alan. Gwen covered her eyes with her hands and promised herself she'd give those boys a strict talking-to later. Maybe when she starts training Ben on how to use his new powers. That's going to be _fun._

The rest of the Max Force got into Manny's van and the Rustbucket III and followed the Challenger's dust away from the remains of the battlefield.

_**Fin**_

**Notes:**  
- Useless ending chapter is useless. And short. Why did it take me so long to put _this_ together? BRB, creating full outline for better story instead of winging it like this one.  
- I had this finished _before_ Alien Swarm aired in the United States (Wednesday November 25, 2009), but I forgot to post it. It felt off, but I gave up on trying to fix it. It still works the way it is.  
- No, I will not be writing a sequel.  
- No, there will be no writing about Anodyte!Ben.  
- You can guess how Kevin's going to help Ben save water on your own.  
- This whole time, I've been posted a majorly edited version. The original had more obvious Kevin/Ben romance in it. Not too sure if I want to share those edited bits or not.  
- You liked this thing? You hated it? Let me know what I'm doing right and wrong so I can get better as a writer.  
- And thanks for sticking with me through this. I loved writing it; action makes me happy. 3


End file.
